Everything I Ever
by Melissa Anne Potter
Summary: When Billy discovers that Wonderflonium has the power to bring the dead back to life, he wonders if he can truly have everything he ever wanted.
1. Wonderflonium

Everything I Ever

Summary: When Billy discovers that Wonderflonium has the power to bring the dead back to life, he wonders if he can truly have everything he ever wanted.

Author's Note: I started writing this a while back and just recently got the inspiration to start working on it again. Warnings and pairings are left off for the sake of suspense. Due to the nature of the fic, there will obviously be at least hints of Billy/Penny and Capt. Hammer/Penny, but I won't say anything beyond that. Also, sorry for the weird dividers. I don't like the horizontal rulers, and I had to find something else that worked. That said, enjoy.

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Chapter 1: Wonderflonium

"...a thing."

Billy blinked at his webcam and, after a moment, shut it off. He shoved his hands in the pockets of his jacket, staring at the computer screen. He knew there would be comments already. Ever since he joined the League, his blog had received comments so frequently he could not even keep up with them anymore. Not that he bothered to try.

He saw a shadow moving outside and shut off his monitor just as the door opened.

"Hey, Doc," Moist said, sloshing into the room drenched in sweat and carrying a stack of mail. "What's with the sweats? I thought you had some big assignment from Bad Horse."

Billy shook his head. "I have a few adjustments to make on the freeze ray. Figure out why it keeps losing power."

"Still? That thing must need a lot of work if you're still at it."

"Yeah." Dr. Horrible stood, recomposing his face into a vaguely annoyed expression. "Just leave the mail. I have a lot of work to do."

Moist gave a small laugh and set the mail down on the table. "Sure, man. Hey, you're coming to the party tomorrow, right? Dead Bowie's place. Should be fun."

"Uh-huh," Billy said, not really hearing. He had noticed Moist's eyes flit toward the picture frame lying face down on the floor, shards of glass scattered around it.

But Moist did not comment. "Well, I've got a date. I'll see you later."

Once Moist had gone, Billy sat back down and propped his elbow on the desk, massaging his temples with his eyes closed. He had not lied. He did need to fix the freeze ray to finish the assignment that had been given to him and Snake Bite. What he failed to reveal was that he could have easily made the changes by now if he set his mind to it. It was not that he had qualms about the assignment. Though the thought of killing the child who would be president had made him uneasy when Moist mentioned it months ago, he no longer cared.

But after the events at the opening of the homeless shelter, Dr. Horrible had tucked the freeze ray away in his lab. He had not touched it since.

Knowing he was only delaying the inevitable, Billy sighed and pushed himself to his feet. He pushed the button to open the door to his lab and stepped inside without bothering to put on his lab coat. Small steps. It was the only way.

As Dr. Horrible crossed the room, he saw a spider scurrying across his path. He brought his foot down on it without a thought, grinding it into the floor for good measure, and took the last few steps to his cluttered counter.

There it was. The metal of the freeze ray shone just had bright as ever, reflecting green light from a nearby test tube. Billy reached out a hand to touch the handle, gasping at how cold it was. He had never touched the ray with his bare hands before. He picked it up, tilting his head to look through the sights.

He frowned. Then, in one swift movement, he drew the ray back and swung it in an arc. He released at the last moment, and it rocketed across the room. It bounced off the far wall and skidded across the floor, oozing Wonderflonium over the floor.

Billy leaned back against the counter, taking sharp breaths. He was kidding himself. He could not keep living like this. He needed to make good on his promise to himself: to become Dr. Horrible completely.

"Dr. Horrible is here," he muttered, pressing his hand to his forehead. He drew in one last, deep breath and spoke in a strong, clear voice. "And I won't feel a thing."

Dr. Horrible grabbed his black gloves off the counter and knelt down to see what he could salvage of the freeze ray. The lurid green Wonderflonium bubbled and hissed, but it was still viable. If he could…

Something black moved in the muck and Billy froze, his heart catching in his chest. The spider he had smashed under his boot had unflattened. Lying belly up, it kicked its legs, trying to right itself. Then, with an almighty jerk of its body, it flipped over and skittered off across the slick floor.

Billy snapped out of his stupor and sprang forward. He straightened back up with Wonderflonium-drenched sleeves and the struggling spider clutched in his hands. He climbed to his feet and went to the counter again. Grabbing a small, cylindrical plastic container off the shelf, he dumped the spider inside and screwed the lid on, puncturing an air hole in the top with a knife. The spider crawled around inside, trying to climb up the walls and sliding back down.

Billy did not quite realize what he was seeing at first. As he blinked at the spider though, comprehension slowly dawned on him. He let out an unsteady breath of air. Then a guttural chuckle. His lips parted into a maniacal grin, and he laughed, throwing his head back.

The mood died quickly. He dropped his head, seizing the counter in a vice grip. After taking a moment to compose himself, he reached up to the shelf for a beaker and a stirring rod. He knelt on the floor again, cleared away as much of the debris of his rage as he could, and started the painstaking process of scooping the Wonderflonium into the beaker. He only managed to salvage about five milliliters. The rest had either absorbed into the stone floor or become polluted with tiny glass shards that would be too much trouble to remove. This would just have to do.

He pushed himself back to his feet and went to the counter to find a container to pour the Wonderflonium in. He screwed the cap on the new container and set it carefully on the shelf. Then he pressed a red button on the wall. A thin clothes rack slid out of the wall. Only two things hung on it: his Dr. Horrible lab coats, one white and one red. One from before and one from after.

Dr. Horrible reached automatically for the red coat, but Billy hesitated, biting his lip. Then, without a second thought, he grabbed the white one. He retrieved his white scrubs and changed into the clothes he had not worn since joining the League. As he slid on his white boots, snapped his goggles on his forehead, and swapped out his black gloves for white ones, he felt more confident, but also more edgy. This was too good to be true. But, oh, he wanted to believe.

By the time he found his shovel and stepped out the door, the sun had set. Probably for the best. Granted, since Dr. Hammer's break down, no one ever tried to foil his plans anymore, but he thought it might be best to keep this one to himself. He was not sure how the League would react if they found out.

The graveyard gate creaked as he pushed it open. Tombstones loomed silent and foreboding on the other side, and not a single gust of wind disturbed the grass. He made his way through the rows of graves, examining the headstones. He was not sure where exactly she was buried, had only heard in passing once that she was buried in this graveyard. It had never occurred to him that he would need to come here.

As he reached the heart of the graveyard, he stopped dead in his tracks, His eyes traveled over the shiny, marble headstone standing out amongst the dull ones around it.

_Here Lies What's-Her-Name_

_1983-2008_

_She dated Captain Hammer_

Bile rose in Billy's throat. The city had buried her and paid for the funeral, yet had not even bothered to find out her name. Not that Captain Hammer would tell them. Even if he was not a blubbering mess, he was too self-centered to even care that she was dead.

Billy shook his head and set his shovel to the ground.

Digging up the grave turned out to be a lot harder than he thought. The dirt was hard and unyielding. By the time he had dug down two feet, he was drenched in sweat. He threw off his lab coat and goggles and leaned against the shovel handle, mopping his brow. He wished there was an easier way, but he could not see one. Afraid someone might come along, he paused only a moment to catch his breath before setting to work again.

Hours later, by which time he was caked with dirt and almost ready to admit defeat, his shovel struck something solid. With a new burst of energy, he cleared away the last of the dirt from the lid of the heavy, cherry coffin. He gripped the edges and pulled with all the strength he could muster. With an almighty creak, it opened.

The smell of embalming fluid reached him and he retched, clutching the lid to steady himself. Only when he knew he was not going to vomit did he finally allow himself to look.

He did not know what he had expected. A rotting corpse. A skeleton. Maybe nothing but dust, though he realized that not nearly enough time had passed for that. He had not expected to find her body lying in pristine condition, dressed in an expensive black dress that he was willing to bet had been purchased after she died. Her hair was arranged perfectly around her pale face. She looked like she was sleeping. He reached out a hand to touch her cheek, but he could feel nothing through his gloves.

Billy shook his head, taking a deep, shuddering breath. He had no time to lose. He carefully slipped his hands under her body, lifting her out of her padded coffin. Her head hung back limply on her shoulders, and the terrifying thought that it might fall off flashed through his mind. He shifted her weight in his arms and, with a groan, pushed her up onto solid ground. He crawled out after her, panting. It struck him that he should have just brought the Wonderflonium with him, but it was too late now. Besides, he did not want her to wake up next to her own grave. He pulled his lab coat and goggles back on. Scooping her up again, he staggered to his feet and started back toward his house.

By some miracle, he made it back before sunrise and without meeting anyone. He kicked the door open and stumbled in. He managed to make it to the giant armchair before pitching forward, dropping her in it unceremoniously. His knees hit the floor hard. He was so exhausted, he wanted to just collapse right there and fall asleep, but he had to work. He could do nothing else. Not with her body right there.

He forced himself to his feet again and went to the counter, retrieving the Wonderflonium from its perch. The struggling spider caught his attention and gave him the last burst of energy he needed. He approached Penny again, kneeling by her side. She was just sleeping. And he finally had a way to wake her up.

He pulled off his gloves and cupped her head in his bare hands. Her hair felt brittle between his fingers. He tipped the Wonderflonium to her lips, emptying every last drop.

He sat back, staring at her with unblinking eyes, and waited.

And waited.

Several long minutes passed, and still nothing. He reached out to touch her face again, caressing her cold cheek. Nothing.

He stood and stumbled back to his lab, clutching the counter. His eyes shut, tears threatening to spill from the corners. Was this the world's idea of a cruel joke? Just keep dangling the one thing he wanted in front of him and yanking it away the moment he got close enough to grasp it?

A swell of anger ripped through Billy's body. With a strangled yell, he swept his hands across the counter, dashing everything to the floor. The sound of shattering glass filled the room and chemicals sizzled and smoked. He ransacked the house, overturning furniture and throwing everything he could reach. When he ran out of things to destroy, he stood in the midst of it all, panting and seething. Through the still-open door to his lab, he could see the back of the chair and her pale legs hanging over the side.

All at once, an eerie calm settled over him.

Dr. Horrible stood up straight and his eyes narrowed. He marched back into the lab, tearing off the white coat as he went. He changed into his red scrubs and coat. Freeze ray or no, he had a job to do. The League was counting on him. He walked out the front door without a second glance at the still form in the chair.

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Strong arms squeezed around Penny's body, dragging her up toward a bright light. She fought against them, longing to stay in the dark, cold depths. But the pull was too strong. She flew toward the light, engulfed by it.

Then, suddenly, she fell back several feet and landed hard.

She felt heavy. Cold. Every breath was agony. She realized her eyes were closed and opened them, staring up at a pink-tinged ceiling.

_Where am I?_

Her lips did not move; her throat refused to work. Mustering her strength, she lifted her head to look around, blinking in the light of sunrise leaking through the shades on the windows. She was in an armchair. How had she gotten here? She could not remember. Her brain was fuzzy. She had been sitting in a different chair for some reason. She shut her eyes and saw a sea of faceless people. She was listening to someone speak, but she could not remember who.

She glanced over the elegant black dress draped around her dirt-smudged body and the too-small shoes jammed onto her feet. She did not think she had ever owned clothes so nice.

She turned her head to look at the rest of the room and sat up with a gasp.

The room had been trashed. The floor was covered with various scattered objects, broken glass, and liquids she could not identify, some smoking faintly and eating holes in the floor. What happened here?

She pushed herself to her feet, wobbling, and stepped forward into the next room, which looked like a living room and was also wrecked. As she moved across the room, glass crunched under her feet. She looked down and saw a picture frame on the floor. She picked it up and saw an image of herself through the leaves of a tree. She dropped it, backing toward the door. She seized the doorknob, wrenched the door open, and bolted out onto the street.

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Author's Note: Please review. Next chapter: Penny gets a look at what became of the world after her death.


	2. Of Death and Rebirth

Everything I Ever

Author's Note: Thanks for the reviews! I was pleasantly surprised to see people notice my intentional switching between "Billy" and "Dr. Horrible." I almost mentioned it in my first author's note because I was afraid people might think it was a mistake. Anyway, that said, enjoy.

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Chapter 2: Of Death and Rebirth

"What do you mean, 'the freeze ray's not ready?'" Snake Bite shouted over the jet's engines. The private jet had been provided courtesy of Bad Horse himself, leaving no question of how important this assignment was.

"We don't need it," Dr. Horrible insisted. "I can shut down the security system. It's on you to get in without waking them up."

Snake Bite rolled her eyes. "Fine, fine. Where's your equipment?"

He looked down at his empty hands and gave a dismissive wave. "We'll stop at a Radio Shack when we get there."

"Did you do anything?"

"I have a plan. Without me, you'd be trying to sneak up on this kid at the playground."

"Whatever. If this goes bad, I'm not taking the fall."

"It won't go bad. Not if you're as good as they say."

They boarded the jet without another word. Snake Bite took the seat behind the captain's cabin. Dr. Horrible went to the back, sitting as far away from her as possible. He leaned back in his chair, trying not to think about the corpse in his lab.

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Penny stopped running, bent double and wheezing. Her head pounded, but she forced herself to take stock of the situation. She had no idea where she was or how she got there. She tried again to remember where she had been before she woke up, but still all that came to her mind was a faceless sea of people and a voice. A man's voice.  
She looked at her surroundings. The street was unfamiliar and empty, and there was something ominous about it, as though the trees themselves were holding their breaths, waiting for something terrible to happen.

She shivered, feeling exposed in her black dress. Her feet ached in the shoes too tight for her feet. Where were all the people? There should have been people out walking around, kids playing on front lawns, cars driving past.

As though in answer to her question, something moved at the edge of her vision. She looked around to see the curtain in a house's window wavering, as though someone had just swept it shut. She bolted up the path to the house.

When she rang the doorbell, no one answered. She knocked, but still nothing. "I'm sorry to bother you," she said, unsure if anyone could even hear her. "I need help."

There was a sound of movement from within, and the door opened a crack. An elderly woman with her hair in pink curlers peeked out. "What do you want?" she asked.

Penny wavered. "Please, ma'am. I don't know where I am. Can…"

The door slammed shut in her face. She stumbled backwards and let out a yelp of surprise as she almost fell off the stoop. She walked slowly back to the street.

A large sign on a nearby lamppost caught her attention. She moved closer. It was a wanted poster, slightly worn as though it had been up for a long time. The picture was a head-shot of a man in a red lab coat with a pair of goggles on his forehead.

The blurry image of a figure in white flashed through her mind, accompanied by a stab of pain. She clutched her head, squeezing her eyes shut until the feeling ebbed. She forced herself to read the poster:

_Alias(es): Dr. Horrible_

_True Identity: Unknown_

_Organization(s): Evil League of Evil_

_Known Associate(s): Moist (Henchmen's Union, treasurer), Bad Horse (Evil League of Evil, leader)_

_Possible Associate(s): Professor Normal (Evil League of Evil), Purple Pimp (Freelance Villains' Union)_

_Known Arsenal: Freeze Ray, Death Ray_

_Other Known Disguise(s): white lab coat, white boots, white gloves, black goggles_

_If you have any information about this or any other villain, please contact the police department at 555-3845. Consider this man armed and highly dangerous._

Penny stared at the description of the second disguise, trying to bring the picture in her mind into clearer focus. Was this the mysterious white figure? She stared at the pale, expressionless face depicted. A dull pain returned at the base of her skull, but that only made her concentrate harder. She felt as though she should recognize this man. The fact that she did not was very disconcerting. Had something happened to her mind? She could not have total amnesia. She knew who she was. She could remember the details of her childhood, the daily minutia of her life. She must have forgotten something, though, because she had no idea what was going on.

A loud crash jolted her from her thoughts. She tore her eyes from the poster and looked around to see six preteen boys in red lab coats jogging away from a house with a shattered window, laughing.

"Hey!" Penny called. She regretted it at once as the boys glanced at her and took off at a dead run. She hurried after them, but she had no hope of catching up in her heels. "Wait, I just want to talk!"

One of the boys tripped over his coat and fell flat on his face. The others did not even break stride. The fallen boy tried to get up, but Penny caught up and grabbed the back of his coat with a desperation she had never felt before.

"They made me do it!" the boy cried, cheeks bright red and eyes fearful. "Please don't turn me in!"

"I'm not going to turn you in. I just want to ask you some questions, I promise."

The boy stared at her, his lip quivering. "O…okay," he stammered.

Penny released him but kept a hand on his shoulder to make sure he would not try to run again. "What street is this?"

"Jefferson."

"What's going on here? Why is there no one around?"

The boy furrowed his brow "You don't know?"

"Know what?"

"It's been all over the news for months. Captain Hammer's gone. This is Bad Horse's city now."

The name Captain Hammer stuck in Penny's mind, as though she should have known it. "What happened to him?"

The boy shrugged. "He just kind of disappeared after the whole Dr. Horrible incident. Everyone thought he'd come back, but..." He trailed off, tilting his head to one side with his eyes narrowed at Penny.

She did not notice, too focused on her disappointment. "Oh. Well, thanks anyway." She turned to walk away but made it only a few yards before she heard the boy's voice again.

"Wait!"

Footsteps slapped against the pavement as he rushed to catch up with her. His jaw dropped when he saw her face again.

"Oh my God. It's you! You're...you're What's-Her-Name!"

"Huh?"

"Captain Hammer's girlfriend!"

"I...um..." Penny said, taken aback. This had to be some mistake. But then…why did she recognize Captain Hammer's name?

The boy continued on as though he did not hear her. "But you're...where have you _been?_"

Penny shook her head, sighing. "Honestly, I don't know." She glanced around. "Listen, um...do you have to be home anytime soon?"

The boy snorted but quickly composed his face to seriousness again and shook his head. "Nope."

"Do you know where Captain Hammer lives?"

He nodded, grinning. "I'll take you there."

"Thank you." Maybe now she would get some answers.

The walk was shorter than Penny had thought it would be—just a few streets—but she was grateful. Her feet felt swollen and numb, but they were the furthest things from her mind. She was more concerned with the empty streets. She had never known the city to be so utterly devoid of people. Occasionally, a huddled group passed them, but the groups never stayed on the street for long, and the only two cars she saw drove by at twice the speed limit, disappearing around corners before she could even glimpse the drivers.

Just how much time had she lost?

The boy stopped in front of a lavish apartment complex with walls covered in graffiti. "Want me to wait for you?" he asked.

"No, that's okay," Penny said vaguely as she walked up to the door.

An expansive hall opened up in front of her, decorated with expensive furniture and intricate designs painted on the walls. At the curved front desk, a young doorman stood at a computer, typing something. He looked up when she entered.

"Excuse me, ma'am." The man eyed her disheveled appearance with suspicion. "What is your business here?"

"I'm here to see Captain Hammer," she said, hoping she sounded more confident than she felt.

To her surprise, the man looked relieved. Then he smirked, his eyes sweeping over her again in a way that made her skin crawl. "Nice to see he's back to his old self. He's in the penthouse on the top floor."

Penny thanked him and moved toward the elevator as gracefully as she could manage while her feet throbbed with every step. Once the doors shut, she leaned against the wall and yanked the shoes from her feet, letting out a sigh of relief with each. When she reached the top floor, she walked barefoot down the short hallway to the only door and knocked on it.

No one answered.

Wondering if he was even home, she raised her hand to knock again and froze, pressing her ear against the door. She thought she had heard something moving inside.

"Hello?" she called.

Nothing.

"Captain Hammer?"

"Go away!" a shrill, yet unmistakably masculine voice yelled.

Penny backed up and nearly turned to leave, but her desperation made her reach for the doorknob. She stopped herself, but not before realizing that the door was unlocked. Taking a deep breath and gathering her courage, she pushed it open. As she did so, she heard hurried footsteps inside.

The stale air inside hit her so hard she stumbled, pressing the back of her hand to her mouth. The room beyond was dark, its windows shuttered, and in spite of the smell, it was immaculately clean. There was a couch in the middle of the floor, facing away from the door, an armchair sitting beside it, reminding her of a therapist's office. A pair of wilting ferns stood on tables on either side of the room.

"Hello?" She moved slowly forward, peering into open doors. She saw a large, sterile-looking kitchen with an attached dining room. Down a hallway, there were two richly decorated bathrooms and three extra bedrooms, two of which were full of mismatched but expensive looking furniture. The third seemed to hold just an excess of trophies, plaques, and medals on shelves, scattered over tables, and even in heaping piles on the floor. At the end of the hallway, she found the master bedroom. In contrast to the rest of the apartment, it was sparsely decorated with just a bed and a nightstand with a lamp. On the other side of the bed, a muscular man crouched in the corner with his back to her. A hissing whisper issued from him.

"Captain Hammer?" Penny repeated, approaching cautiously.

The whisper grew intelligible as she drew closer. "...lock the door. He didn't lock the door. Stupid, useless..." He leaned his head against the wall and hunched his shoulders so he curled up into as small of a space as possible.

Penny stooped behind the man, touching his shoulder. "Are—?"

The man twisted around so fast she fell backward and hit the ground hard. She groaned, but the sound was drowned out by the man's yelp of fear. He cowered against the wall, his hands up over his face. On his shirt, she saw a picture of a hammer.

"It wasn't my fault!" His voice was so strangled she could barely understand him. "Don't hurt me!"

"Hey, hey," Penny touched the man's arm, shocked at how warm his skin felt under hers and how pale her skin looked next to his even though he looked like he had not seen the sun in months. "Shh, it's okay. I'm not going to hurt you."

Several tense moments passed. Then, slowly, he lowered his arms.

The picture of the faceless crowd flashed unbidden through Penny's mind again. This time, however, she saw this man—Captain Hammer—standing at the podium on the stage. His was the voice she heard.

Without thinking, Penny reached toward his face.

He jerked back at away at first, but then allowed her to run her fingers along his cheek. He reached up a shaking hand to cover hers. Then, without warning, he leaned in.

Penny drew back, pushing herself to her feet. She took a few steps away and stood awkwardly in the middle of the floor with her arms crossed.

"Are you a ghost?" the man asked.

She turned back. "What?"

"They told me you died," he said faintly.

Her heart leaped into her throat. "Who told you?"

"My ther...the police," he said. "They said…" He gave a fearful glance towards the nearest window and lowered his voice to a whisper "…Dr. Horrible killed you."

Dr. Horrible. Penny remembered what the boy had said and summoned the blurry image of the man in white. Had he done something to her brain? If so, what did he want her to forget?

Captain Hammer was on his feet now, though she could not remember him standing up. He stepped toward her and stopped just inches away, towering over her. His hand ran lightly over her hair, drifting forward to rest on her cheek. He leaned in again.

This time, she did not back away.

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Dr. Horrible stood outside the mansion gates, watching the seconds tick by on his watch. Snake Bite was taking too long. His security deactivator worked like a dream, considering how little time he had to build it, but he worried about the cloaking device he had thrown together for her. His last attempt at one was two years previous, early in his evil career when he was still doing grunt work for other villains. Needless to say, it had not been successful and was the reason why he could no longer pass within ten miles of Pasadena, California, without risking a bullet in the back of the head.

Snake Bite had wanted him to go in with her, of course, as a good faith gesture. He had declined with the excuse that the cloaking device would only work for one person. The real reason was that he could not allow himself to see the murder. Originally he had planned to go with her, but recent events made him err on the side of caution. Billy's emotions were at the surface, and Dr. Horrible could not risk jeopardizing the assignment. Just standing outside the gates knowing that Snake Bite was inside pumping venom into a ten-year-old was almost too much for him to handle.

Loud barking interrupted his thoughts. He looked up to see a dark figure rushing away from the mansion at breakneck speed, a pack of dogs at its heels. Dr. Horrible lifted the remote he had wired into the security system and pressed several buttons. The door creaked open just in time for Snake Bite to slip through, slamming the gate shut behind her and doubling over.

"You...bastard!" she gasped through ragged breaths.

"Did you do it?" Dr. Horrible asked.

"No thanks...to you." She straightened up, wincing as her back popped audibly. "Amateur."

"I did my job. I got you in. If you got caught, it would've been your own fault."

She pointed a finger in his face. "Bad Horse is hearing about this." She stumbled off down the driveway, clutching a stitch in her side.

Dr. Horrible followed, grumbling under his breath while a hint of panic bubbled under the surface of his mind. Even more than jeopardizing the assignment, he could not afford to have Bad Horse suspecting his loyalty when he had not yet cleaned up the mess of his unauthorized experiment.

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Author's Note: Please review. This chapter actually ended in a different spot than originally intended since it seemed wrong to give Dr. Horrible just that short part at the beginning. I haven't decided yet exactly where the next chapter's going to cut off, but my teaser should be accurate anyway. Next chapter: As Penny continues the task of repairing her broken memory, Billy's plan to clean up the mess of the Wonderflonium experiment becomes a lot more complicated.


	3. Searching

Everything I Ever

Author's Note: Thanks for the reviews!

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Chapter 3: Searching

Penny groaned, shifting. Her joints felt stiff, as though she had not moved them in a long time. After a few moments, however, the feeling passed.

She pried her eyes open, took one glance to her left, and shut them again. Beside her, Captain Hammer still lay fast asleep, curled up on his side with his legs drawn up to his chest like some awful parody of a child. It was nighttime now, the room only dimly lit by a few stray rays of moonlight that managed to leak through the shades.

Penny drew a shaky hand across her forehead, feeling almost a child herself. What was she thinking? She had no idea how long she had been out, where she had been, or what she was going to do now, and this was what she chose to do with her time? She tried to remind herself of what the boy had said about her being Captain Hammer's girlfriend. Even that did little to alleviate the feeling that she had just slept with a stranger.

Trying not to disturb the sleeping form beside her, she slipped out of the bed and tiptoed across the room to the closet. The door slid open without a sound. She stifled a gasp. The closet was nearly the size of her bedroom at her apartment. There were several identical copies of the same clothes inside: black pants on the left, black t-shirts on the right. Penny grabbed one of the shirts at random and stared down at the hammer printed on the front. She pulled on a change of the clothes and grabbed a pair of boots several sizes too big.

She wanted nothing more than to flee the apartment, but going outside in the middle of the night did not seem like the brightest idea. So, she wandered back out toward the living room. Here, she finally had a chance to look around. There were newspaper and magazine articles and pictures tacked all over the walls that she had not noticed earlier, all of them featuring Captain Hammer. His face stared down at her from everywhere, giving her the creeping sensation of being watched.

She wondered once more why she could not remember him. Even if he was not her boyfriend, he was obviously famous. She tried again to access her memory, this time to bring up her most recent vivid one. She had gone to an animal rights meeting in Sacramento in late March. Something told her that a lot of time had passed since then.

When her wanderings brought her to the kitchen, she realized that she had not eaten anything since she woke up the previous day. She was not particularly hungry, but she grabbed a box of cereal from the counter anyway and filled a glass with water. Perching on a stool, she ate the cereal straight out of the box as she tried to figure out her next move.

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It was morning by the time Dr. Horrible reached his house. Snake Bite had run off after getting off the plane, no doubt to inform Bad Horse that Dr. Horrible had almost compromised the mission. He did not particularly care at the moment. He had more pressing matters to attend to. He had realized too late that leaving Penny had not been the smartest move. After all, even though Moist had moved out now that Dr. Horrible was successful enough to afford rent by himself, he did still have a key and used it quite frequently.

There was no sign of Moist when Dr. Horrible opened the door. He looked around at the trashed living room with a sigh. He found his cellphone, which he had forgotten to bring with him, in the mess and flipped it open. There was one missed call, so he dialed the number for his voicemail. One message, left the previous night:

"Hey!" Moist's voice called. In the background, there was loud music playing. "I thought you said you were coming to the party. Conflict Diamond made a big hit. Stole half a liquor store and torched the other half. Hope you can make it."

Dr. Horrible flipped the phone shut. Dead Bowie's party. In the midst of everything, he had forgotten about it. Not that he would have gone, even if he had been in town.

He tucked the phone into his pocket and, before he could lose his nerve, strolled into the laboratory.

His heart nearly stopped. His armchair was empty. Penny's body was gone.

0-0-0

The sun had barely risen when Penny stepped out of the apartment. Captain Hammer had not left his room yet, though she doubted he was still asleep. It was easier this way. She needed to regain her bearings before she could decide what to do about him. She looked around at the empty street, picked a random direction, and started walking.

As she moved further and further uptown, she finally began to spot a few more people on the street, though they still moved in groups and kept a wary eye on people in other groups. Everyone seemed to put special care into avoiding her, averting their eyes with looks of disgust. As she walked, a woman about her age broke off from a group and walked up to her.

"Do you think that's funny?" the woman asked.

"W…what?" Penny stammered.

"Wearing his symbol. You know, just because he's gone, that doesn't give you the right to desecrate his image."

Penny glanced down at the hammer on her shirt. "I…I wasn't…"

But the woman was already gone, hurrying to catch up with her group.

Wanting to avoid another incident, Penny ducked into an alleyway and sat on an overturned crate next to a dumpster. She drew up the memory of the crowd again and concentrated on remembering more details.

_Caring Hands_. The words came into her mind with a jolt. Without thinking she rushed out of the alley and up to a group of middle-aged women carrying grocery bags.

"Excuse me," she said to the nearest one. "Can you tell me what Caring Hands is?"

The woman looked at her as though she was mad but did not walk away. "Um...I'm…I'm not sure.

"Isn't that that homeless shelter Captain Hammer was gonna open up?" another woman piped up. When Penny looked at her, she averted her gaze.

_Homeless shelter?_ Yes, that sounded right. "Where is it?" Penny said.

"Sixth Street," another woman replied in a quick voice, as though eager to get rid of her. "Across from the old Catholic church."

"Thanks," Penny said to the women's retreating backs. She checked the street signs and set off in the right direction.

It took about half an hour to reach the right place. The building looked like it might have been a school at some point, was converted into an office building, and then just left to the elements. The steps to the doors were cracked and had weeds growing through them, and ivy had begun to creep up the walls. A worn wooden sign hanging over the doors read "Caring Hands Homeless Shelter."

Taking a deep breath, Penny stepped up to the doors and tried the handle on the right side. The door gave a loud creak as it swung open. She heard the loud squeaks of rats running for cover.

The smell of filth and excrement hit her so hard she nearly choked. Covering her mouth and nose with her hand, she looked around. The only piece of furniture in the small room was a large desk that had been turned over. The ground was littered with everything from blankets to food wrappers, and every surface was covered in a fine layer of dust and grime. The paint on the walls was chipped and peeling and covered in graffiti.

"Hello?" Penny called. There was no response.

She started forward, picking her way through the debris toward a set of double doors across the room. There were some rickety stairs leading to the next floor, but she was not sure she trusted them.

On the other side of the doors, she found an expansive hall that was in the same condition as the reception area and looked as though it had been intentionally trashed at some point in its past. There were chairs knocked over and broken all around the room. On a stage on the far wall, a podium had been knocked over and split almost in two. Along with the trash, there was a large number of yellow flyers scattered over the floor.

A wave of agony in Penny's head made her stagger. Oblivious to the dirty walls, she leaned against one, squeezing her eyes shut.

_The room was brightly lit and packed with people. Cameras flashed every couple of seconds and there was a general buzz of conversation. She sat in a chair, staring at Captain Hammer's profile as he approached the podium to give his speech. On the other side of the room, there was something large and looming hidden under a red cloth._

She opened her eyes again. Everything looked just as it had. Shaking her head, she moved along the outside of the room, trying to see if she could trigger another memory.

As she reached a spot on the wall, she surveyed a few scattered pieces of broken red plastic and metal.

Searing pain exploded in her chest and she doubled over, coughing. The room spun around her, and phantom voices screamed.

Shaking her head, she managed to bring herself back to the present. Catching sight of the nearest flyer, she picked it up. The paper was dominated by a huge picture of Captain Hammer and herself. He waved at the camera with a smirk on his face, his other arm around her shoulders. Her own lips were twisted in a nervous grin. The text read

_GRAND OPENING!_

_CAPTAIN HAMMER_

_will speak at the opening of the brand new_

_CARING HANDS HOMELESS SHELTER_

_on the corner of 6__th__ and Jefferson_

_Friday, May 9 – 6:00 p.m._

Captain Hammer's name was printed largest, the other text added as though a footnote.

Whatever happened to her, it happened here, possibly even at this event. Captain Hammer had been part of it. She was certain of that. Whether the memory of the man in white—she was almost sure now that it was Dr. Horrible, the man from the posters—was connected or not was still unclear.

She folded the flyer and slipped it into her pocket as she left the room.

0-0-0

He paced the laboratory, his mind a dark cloud of confusion and panic. He never should have left the body. Now someone had found her. If word got back to Bad Horse that he was doing experiments off the books…he did not even want to think about what would happen.

Dr. Horrible stopped in the middle of the room, trying to reason his way through the situation. Maybe Moist had come by, seen the body, and disposed of it. Yeah, that was it. He could trust Moist not to ask questions. That was what friends were for.

Unless…

Billy blinked. No. It was not possible. The Wonderflonium had failed. He saw it with his own eyes.

But had he? He had not stuck around very long afterwards. Maybe it took a little longer to take effect on her than the spider for some reason. Maybe…

He had to know. Stripping out of his Dr. Horrible clothes, Billy pulled on a pair of jeans and a sweatshirt. After thoroughly checking the house to make sure it was empty, he stepped out the front door. He was not sure how much she had figured out in those last few moments of life, but regardless of how much she knew, if he did find her, he wanted her to see him as Billy, not as Dr. Horrible.

0-0-0

Penny stepped into her old, decrepit apartment building. It was even more rundown than it had been before. There was not even a doorman anymore, and the dirt on the floor had become so thick she doubted it would ever be clean again. She made her way up the rickety staircase to the second floor.

Her apartment was the fifth down on the right. She realized now that she did not have her key on her, so she hoped she had forgotten to lock the door that day as she often did. She reached for the doorknob and tried to turn it. It did not budge. She rattled it a little, hoping the catch might fail, but it held tight. Crestfallen, she turned to leave.

"Who's there?" a muffled woman's voice called. "I have a gun."

Penny whirled back around, clutching her chest. "Um…what're you doing in my apartment?"

"You got the wrong door, lady. Get lost."

Penny opened her mouth to reply, thought better of it, and turned away again. She knew the owners of the building were not the nicest people, but they would never rent out her apartment while she was still paying them rent. How long had she been gone?

Back outside, she wandered the streets, focusing on more pressing matters. She was now hungry, tired, and homeless and had no idea what had happened since March. Judging from the state of the city, March had been a long time ago.

As the morning gave way to afternoon, her wanderings brought her back to the street she had been on the day before. It was still just as deserted. She stopped, staring down at the house at the end of the street where all this had started. Maybe whoever owned the place could help her. Assuming, of course, he or she was not the person who did this to her. Still, what else could she do?

She made her way back to the house and stepped up to the front door. Hesitating, she finally knocked on the door.

She waited several moments, then knocked again.

"Hello?"

Furrowing her brow, she reached for the doorknob. It turned easily in her hand, and she pushed the door open.

The house looked exactly as it had when she left it. She wondered if anyone even lived there.

It did not matter. She was tired of wandering and wondering. She was going to stay right here until someone came to her and explained all of this.

0-0-0

Billy tried the most logical place he could think of to look for Penny first: the laundry mat. He would later admit to himself that this was not the most, but rather one of the least, logical places to look, but he was not thinking clearly. Especially since the laundry mat had closed down two months ago due to lack of customers.

Still, Billy peered through the dark windows anyway. He saw the vague outlines of the counter, washing machines, and vending machines, but no movement caught his eye.

There were only two other places he could think to look for her, each more unpleasant to think about than the last.

Going with the lesser of two evils, he headed to the abandoned building on Sixth Street first. All of the groups moving through the streets avoided him, not because they recognized him, but from simple wariness of anyone brave enough to walk through the city alone.

The building that would have been the Caring Hands Homeless Shelter stood just as decrepit as it had been before the city fixed it up. Billy stared at it with a twinge of regret. He had not visited this spot since that day, so he had not known that the place had never opened. A small part of him hoped he would not find Penny here. He did not want her to see that her dream had been unfulfilled.

The door creaked on its hinges as he pushed it open. He surveyed the debris scattered around and focused immediately on the fresh footprints in the dust. On second inspection, however, they were made by boots, not heels, and were much too large to belong to Penny.

His eyes found the doors leading to the reception room and he shuddered. He did not want to go there, but he had to. Even without footprint evidence, she might still be there. It would make sense for her to return to where it all happened.

After making his way across the room, though, he stopped with his hand on the doorknob. The image of her limp body slumped against the wall flashed through his mind. He squeezed his eyes shut and tried to push himself on, but his limbs locked in place, refusing to budge.

"Penny?" he called. He listened hard for any sounds on the other side of the door, but there were none.

Taking a deep breath, he pushed the door open a crack. His eyes swept over the scattered chairs and stage for just a moment before he had to close the door and lean against it to stop the world from spinning, but it was enough to convince him that she was not there.

Which left only one place left to look.

During the time he had spent following Penny on her dates with Captain Hammer, he had learned where they both lived. He did not hold any illusions that she would be at her own apartment. Even if she did try to go there, the apartment would have been rented out to someone else months ago and she would not have stayed. But it was possible that she would try to take refuge with her boyfriend.

Dr. Horrible had not seen Captain Hammer since the night Penny died. Judging from the newspaper articles about Captain Hammer's complete removal of himself from society, Dr. Horrible had put their last confrontation in his win column and had not given a second thought to whether Captain Hammer was still out there. Or still a threat to him. He did not particularly want to find out.

Billy shook his head, staring up at the apartment building. This was not about rivalries. This was about Penny.

He walked in the door and up to the front desk, where a doorman was reading the newspaper.

"Can I help you, sir?" the doorman asked.

"Was there a woman in here yesterday? A redhead in a black dress?"

The doorman smirked in a way that made Billy long to reach across the desk and strangle him. "Oh, yeah. She was—"

Billy was already on the move toward the elevator.

The doorman rushed to head him off. "Hold on there. Where do you think you're going?"

Billy's head twitched in annoyance. "I'm going up to see Captain Hammer. We're…old college buddies."

"Uh-huh." The doorman looked skeptical as he moved back toward his desk. "Well, I'm just going to call up and make sure everything's in order, Mr.…?"

Dr. Horrible's hand shot out and seized the doorman's wrist before the hand reached the phone. "It's Doctor," he said, a lazy smirk on his face. He drummed the fingers of his free hand on the desk, drawing the man's attention to a wanted poster taped to the front. "And I'm going up to see Captain Hammer."

The doorman seemed annoyed at first. Then his eyes flicked to the poster and back to Dr. Horrible, and his face turned a sickly shade of green. "I…I'll call the police."

"I don't think you will. No, you're going to stay right here, and you're going to smile for everyone who walks in. And when I come back down, you're going to say, 'Have a nice day, sir,' and forget you ever saw me."

"I…" The man cringed when Dr. Horrible's eyes narrowed. "Okay, okay. G…go on up."

Dr. Horrible turned on his heel and walked to the elevator. It was a long wait before the doors opened, and he went inside, pushing the button for the top floor. He locked eyes with the doorman and held his gaze until the doors shut.

Billy fell against the back wall of the elevator, shaking from head to foot. He had come a long way in developing Dr. Horrible into someone the world feared rather than laughed at. It had been a long time since putting on that face had affected him this badly. He thought of what Bad Horse and the other League members would say if they saw him like this and shuddered.

As the elevator neared the top floor, he took a deep breath to steady himself. This was not the time to breakdown. If he was going to come up against Captain Hammer, he needed to have his wits about him.

Captain Hammer's door was located at the end of a short hallway with no other doors. He walked up to the door and, hesitating for another moment, knocked.

He waited. Then knocked again.

Frowning, he reached for the doorknob, fully expecting it to be locked. To his surprise, the doorknob turned. He heard a flurry of footsteps, but by the time the door opened enough for him to see in, the living room was empty.

"Penny?" Billy called. After a moment, he reluctantly stepped inside. The entire apartment had a stale smell to it, as though the doors and windows had been tightly shut for a long time. He could not imagine Penny sticking around her for long, but he had to be sure.

A quick glance into the kitchen and dining areas told him that there was no one there. A box of cereal sitting on the counter was the only sign that the kitchen had even been used recently.

He made his way towards the master bedroom next. When he looked inside, he thought at first that there was no one, but as he took a step forward, he saw a form cowering on the other side of the bed. Even though the person faced away from him, there was no mistaking who it was.

Billy's mind reeled. This blithering mess was Captain Hammer? So much for the fight he had been steeling himself up for. Captain Hammer looked as though he might pass out from terror if someone so much looked at him funny.

As he took careful steps forward, trying to think of the best way to approach the situation, Billy's foot struck something. He looked down and saw that his foot had collided with a high-heeled black shoe. Sitting next to it was a balled-up black dress.

He snapped. Half-lunging across the room, he grabbed Captain Hammer's shoulder and turned him around. Captain Hammer let out a yell and fell on his backside, throwing his hands up over his face. Billy seized a fistful of Captain Hammer's shirt.

"Where is she?"

"Don't hurt me!" Spittle dripped down Captain Hammer's chin.

"_Where is she?_"

Captain Hammer let out a string of incoherent babble and shrank against the wall as best as he could while Billy still had hold of his shirt.

Billy let go and pushed himself to his feet. This was useless. Penny was obviously not here, and judging from the state Captain Hammer was in, he had no idea where she had gone.

Dr. Horrible spared one last glance for his former nemesis, feeling a rush of disgust tinged with the slightest pity. Then he turned for the door.

She was alive. She was out there somewhere, and she was alive.

"H…have a good day, sir," the doorman stammered as Billy moved across the lobby. Dr. Horrible spared the barest of glances for him.

Outside, the sun was already starting to set. Billy wanted to keep looking for Penny, but he could not think of any more places she might go. Besides, he did not want to take the chance of running into any ELE members out on business that night. So, he reluctantly started back toward his house, keeping a careful eye out for a glimpse of red hair.

0-0-0

Author's Note: Please review. Next chapter: The reunion we've all been waiting for.


	4. What's in a Name?

Everything I Ever

Author's Note: Thanks for the reviews! I'm glad everyone is liking the characterization. After the last chapter, I re-watched the show so that I could refresh myself a little on the characters and little details. I think I might have screwed up the layout of Billy's house a bit, but since it would be hard to change that without changing the plot, I'm going to pretend he rearranged things a little between Penny's death and the beginning of the fic. That said, enjoy.

0-0-0

Chapter 4: What's in a Name?

Penny perched on the couch, eating from a sleeve of crackers she had found in a cabinet in the kitchen. She was still not hungry, but it gave her something to do.

She had avoided the room she had woken up in since getting back but had thoroughly explored the rest of the house. Aside from the living room, which was still trashed, the rest of the house was fairly neat. From what she could tell, there was just one man living here. She had not found any pictures besides the one of herself, so she had no idea what he looked like. All she could do was wait and see.

The doorknob rattled.

Penny jumped up, dropping the crackers on the floor and crouched down by the side of the couch furthest from the door that creaked open. She watched as the man stepped inside. To her relief, he did not look very intimidating. Something nagged at the back of her mind, as though some memory she could not quite access. As the man unzipped his hooded sweatshirt, she decided to take her chances and stood up.

It was a few seconds before she caught the man's eye, but the moment she did his gaze snapped to her immediately. He blinked at her, his lips parting slightly. His face was unreadable, but there was no detectable malice in it, so she did not back away when he started toward her. When he came up close to her and reached toward her face, however, she flinched back slightly. He lowered his hand and backed up a step, looking hurt. His gaze traveled briefly to her shirt and the look intensified.

As she stared at him, Penny had a sudden burst of recognition. "Wait…I know you." Panic flickered through the man's eyes, which confused her, but she went on, excited to finally meet someone she remembered. "From the laundry mat."

His expression relaxed, but he still looked a bit edgy. "Yeah."

She scratched the back of her head, trying to think of the best way to go about talking to him. "This is probably going to sound crazy, but I have no idea where I am. I just woke up here yesterday."

The man licked his lips, as though he too was searching for the right words. "What's the last thing you remember?"

"I…I'm not sure. Everything's a little blurry." She looked out the window. "Everything's so different."

The man did not respond.

She shook her head and looked back at him. "I'm sorry. My name's Penny."

He jerked, as though the thought of introductions had not occurred to him either. "Billy."

They shook hands awkwardly and stood in silence for several more moments.

"Food," Billy blurted out, as though he had been holding the word back. He looked flustered. "Um…do you want any?"

"Oh." Penny glanced at the crackers scattered on the floor at their feet. When Billy's gaze followed hers, she felt herself blush and crouched down to pick up the crackers. "Sorry. You startled me when you came in."

"No, it's fine." He crouched down to help. Between the two of them, they managed to pick up all but the smallest crumbs. Billy went to get a trashcan from the other side of the couch and held it out for her to drop the crackers in. He held out a hand to help her up, but she was already straightening up and noticed too late. She felt a twinge of guilt as he withdrew his hand awkwardly.

She opened her mouth to speak again but was interrupted by the rattling of the front doorknob. She was more startled, however, by Billy, who whipped around and put himself between her and the door.

As man's voice spoke. "Hey, man, you forgot to…" The man took one step inside and stopped, looking at Penny with surprise. He was about a head shorter than Billy, and his skin was coated in a sheen of sweat, as though he had just gone on a several-mile run. "Oh. Sorry, I didn't know you had someone over." He stepped forward. "Hi, I'm M…" His eyes flitted to Billy, and he stopped in his tracks, trailing off briefly. "…Mark."

Penny moved around Billy, closing the last bit of distance between herself and Mark. She reached out a hand to him. He shook it, looking stunned. She tried not to cringe as the sweaty fingers closed around hers. "I'm Penny."

Mark gave an awkward half-smile that lasted only half a second before his eyes widened. "P…Penny?" He looked past her towards Billy. "_Penny?_"

"Mark," Billy said, "can I talk to you in the other room for a minute?" Without waiting for a response, he took Mark by the arm and tugged him toward the hallway. Mark continued to stare over his shoulder at Penny with a look that made her feel like a circus freak on display until Billy pushed him through a doorway and shut it behind them.

She stood in the middle of the floor where they had left her, arms folded over her chest, wondering what about her name had set Mark off like that.

0-0-0

Billy dragged Moist into the spare bedroom and shut the door. He focused on controlling his breathing, not wanting to give away that the world was spinning around him, had in fact been spinning since the moment he walked in and laid eyes on Penny.

Moist made no such efforts to hide his emotions, pacing the almost-empty room that used to be his. If possible, he was sweating more profusely than before. "You said she died," he said after a moment. He stopped and pointed at the wall in the direction of the living room. "That girl is very not dead."

Billy motioned for Moist to keep his voice down. "It's long story."

"Yeah, a long story Bad Horse is gonna grind out of you with his hooves. What did you do?"

"What I had to. I wouldn't expect you to understand." Billy turned for the door.

"Billy…"

He stopped with his hand on the doorknob. Moist never called him by that name. By virtue of being former roommates, they knew each others' real names, but they both understood the need to keep those identities separate.

Billy took a shot at trusting Moist. He looked back, lowering his defenses. "She doesn't remember what happened. What I…" He looked toward the wall, imagining he could see through it to where she stood in the living room. "She's my responsibility."

"Yeah, I'm gettin' that." Moist nodded. He looked uncomfortable. "I, um…I actually had a reason for coming to see you." He reached into his pocket and handed over a damp envelope.

Billy looked down at the horseshoe seal. "You're running errands for Bad Horse now?"

Moist shrugged. "I need the money."

Billy opened the letter, skipping past Bad Horse's standard introduction to the real message. Bad Horse wanted him to come to headquarters the next day. He gave no reason, just a request that was anything but. Billy had a sneaking suspicion this had something to do with Snake Bite's threat to tell Bad Horse about his incompetence.

"Can I give you some advice?" Moist did not give him time to respond before continuing. "Do whatever he says. Don't give him any reason to start looking into your business." He pointed in the direction of the living room again. "And whatever you do, keep her away from the League."

"Yeah, thanks." As Moist started for the door, Billy caught his arm. "I can lend you some money if you need it. Or a place to stay."

Moist shook his head. "It's fine. If worse comes to worst, I have a few favors I can call in. Besides, you've got enough of your own problems." He opened the door and left the room. This time, Billy did not try to stop him.

0-0-0

Penny, who had settled back on the couch after the others had been gone for a while, stood back up when the door opened. Mark left the room first, followed by Billy. Whatever they had talked about in there, both seemed to have calmed down considerably.

"Well, I have to take off," Mark said. "Penny, it was nice to meet you."

"Yeah," she said, raising a hand to wave at him.

Mark gave Billy one last glance before opening the door and stepping outside.

"What was that about?" she asked.

Billy waved a hand dismissively. "Work stuff. Our boss is big on confidentiality."

Penny got the feeling he was holding something back but decided to give him the benefit of the doubt. "Oh, where do you work?"

His eye twitched. "Paper factory."

"Huh." She looked down at her hands, searching for something else to say.

"I don't have an extra bed," Billy said after a long silence.

Penny's head snapped up, her cheeks growing hot. "Oh, sorry. I'm so rude. I'll go." She started for the door.

"No, wait." There was a hint of panic in Billy's voice. "I'm not throwing you out. I just meant you'll have to sleep on the couch."

"Oh." Intense relief swept over Penny. She had no idea where she would have gone once she walked out that door. "Thank you."

He nodded once. "You're probably tired. I've got some things to take care of in the other room, so I'll just leave you alone." Before she could respond, he walked to the door leading to the room where she had woken up the previous morning and pushed the door open just far enough to slip inside.

Penny stared after him. He seemed nice enough, even if he was not telling her the whole truth. When he went back into that room, he had reminded her about what she had seen in there: the mess of strange liquids on the floor. Her eyes found the picture of herself lying on the floor next to the couch. Under other circumstances she might have left, but she had nowhere else to go for the night, and she had a feeling that, regardless of Billy's motives, it was much safer here than outside.

0-0-0

Billy collapsed against the door, swearing under his breath. He had almost driven her right out the door. He needed to be more careful what he said to her. If she left now and someone found her…

His eyes fell on the mess of chemicals on the floor. Penny had woken up in here, so there would be no hiding the laboratory from her. The fact that she had not asked him about it surprised him. She seemed completely unaware of who he was, so he still held out hope that she had not seen anything that would connect him with Dr. Horrible in her mind.

If he could help it, things would stay that way. Long gone were the days when he had hoped to impress her with his evil accomplishments. Even if she never discovered his part in her death, she could never accept who he was.

Forcing himself to start moving, he retrieved his white gloves from the cabinet and started the task of cleaning up the broken glass and spilled chemicals. Luckily, none had eaten completely through the floor, but there were several spots where the flooring would need to be replaced. He found the container with the spider still struggling inside and set it up on the counter. The freeze ray was broken beyond repair, so he wrapped it in a plastic bag and stuffed it in the garbage. He put the equipment he managed to salvage in the cabinets.

By the time he had finished scrubbing the floor, his muscles ached and sweat dripped down his forehead. He wiped his face with his sleeve and threw his gloves in the sink.

He turned back to survey his work. With all of his equipment put away, the room looked less like a laboratory, though it did not look particularly like anything else either. Just a counter, a couple of tables, and the armchair.

After cleaning his gloves and putting them back away, he pushed the door open a crack. Penny was lying on the couch, a blanket drawn up to her chest. She appeared to be asleep.

The living room was still in a shambles, but Billy did not want to risk waking her. Instead, he stood a safe distance away and watched her, trying to figure out his next move.

0-0-0

Author's note: Please review. Next chapter: Penny tries to pry more information out of Billy and "Mark," and Dr. Horrible answers Bad Horse's summons.


	5. The Meeting

Everything I Ever

Author's Note: Thanks for the reviews! Sorry this one took so long. A combination of real life issues plus the sheer length of this chapter delayed me. That said, enjoy.

0-0-0

Chapter 5: The Meeting

Penny's muscles were so stiff she could hardly move them. She stretched as much as she could and sat up, wincing. Sunlight from the window behind the couch pierced her eyes. She blinked until her vision adjusted and looked around the room. The conversation from the previous night returned to her in bits and pieces, like a dream.

She heard footsteps and looked around. Billy stood across the room, his hands in the pockets of his hoodie. "You're awake," he said.

"Yeah." She was not sure what else to say.

Billy glanced back toward the kitchen. "I'm making toast. You like toast, right?"

"Hmm? Yeah, I…I like toast."

Billy gave a half smile and scratched the back of his head, then turned and disappeared back into the kitchen.

Penny sighed, leaning back against the arm of out couch, mentally berating herself. She had been wandering around for two days without a clue about what had happened to her or the city. Now she finally had someone who might be able to tell her and she was talking to him about toast?

"You can watch TV if you want." Billy's voice drifted back from the kitchen.

Penny's mind lit up. TV. Of course! Maybe if she watched the news she might get some clues. She grabbed the remote, flipped the TV on, and flipped channels until she found a news report. The one she found just displayed a weather map of the United States, but she stopped on it anyway. Her eyes drifted to the bottom of the screen where the date was announced in white lettering.

October 22.

Her mind reeled. Her last memory—not including the random flashes she could not piece together—was from March. The last seven months had been completely wiped from her brain. How was that even possible?

She saw movement out of the corner of her eye and looked up. Billy stood over her, holding out a plate of buttered toast.

"Thanks." She took the plate and turned her attention back to the news, where they had switched to another story, showing an image of a young girl with short brown hair. Billy sat on the couch cushion furthest from her.

"Returning to a story we covered yesterday," the blond-haired, female reporter said, "police in Des Moines, Iowa are still on the hunt for an unknown suspect who broke into the home of Iowa Lieutenant Governor Jimmy Tanner the night before last and murdered his daughter, ten-year-old Julie Tanner. Early this morning, Police Commissioner Nathan Harris released a statement to the public."

The picture switched to a man in a suit standing behind a podium, surrounded by other similarly dressed men and police officers. "We're still waiting for the results of the autopsy," Harris said, "but we have reason to suspect that Evil League of Evil member Snake Bite is behind this." He held up a blurry picture of a woman in skimpy clothes and a headpiece that looked like a cobra's hood. "If anyone has any leads on this villain's whereabouts, call your local police immediately. Do not try to approach her. She is considered armed and extremely dangerous."

The reporter appeared on screen again. "We've just received word that police have added a second suspect. A local business owner who does not wish to be identified saw a woman matching Snake Bite's description in the company of a man matching the description of Dr. Horrible…" A picture of a man in a red lab coat with black goggles on his forehead appeared in the upper left hand corner of the screen. "…a villain already notorious in Southern California for several bank heists, thefts, and one other murder."

"That's the guy from the posters," Penny said. _And from my memory_, she added silently.

Billy did not say anything. He was slumped against the back of the couch and seemed to focus intently on his toast rather than the television.

On screen, the reporter had switched to a public interest story. Penny watched high school students from a small town in upstate New York cleaning up graffiti in the park, glad to see that some people were still trying to help out. The story only lasted about thirty seconds, however, before switching to a string of murders in Florida.

"Aren't you going to eat your toast?" Billy asked.

Penny started and glanced down at the toast lying untouched on her plate. "Oh. I guess I'm just not that hungry." The fact made her uneasy. She had not felt hungry at all for the past two days. In an attempt to alleviate her fears, she took a bite of the toast. After finishing off both pieces, she felt no different, still neither hungry nor full. She set the plate on the table and, steeling herself up, turned to look at Billy.

Before she could speak, though, he stood up. "I'll get you some clean clothes." He retreated into the back hallway.

She let out a rush of air, resting an elbow on her knee and propping her head up with the palm of her hand. He could not stay back there forever.

The moment he came back, a pair of jeans and gray t-shirt thrown over one arm, she blurted out, "Captain Hammer said I was dead."

Billy stopped dead in his tracks.

Penny bit her lip, trying to figure out what she said wrong. "I…I mean, he said the police told him I was dead."

The rephrasing did not seem to help. Billy set the clothes on the table and sat back down on the couch, still keeping as far away from her as possible. "The newspapers reported that you died," he said in a measured tone.

She nodded. That would explain the way Mark reacted when he saw her. She clutched her head. "I'm remembering bits and pieces of something. I think it's the opening of the Caring Hands Homeless Shelter. Is that where they said I died?"

He did not answer for a while. "Yes."

Now she was getting to the crux of the issue. She took a deep breath and pressed on. "I don't remember anything for a long time after that. Then I woke up and I was here. Was I here this whole time?"

Billy stared down at his hands in his lap, his expression full of sadness and, if she was not mistaken, guilt. What did he have to feel guilty about?

She waited several moments to see if he would reply, but he stayed silent. Moving closer, she touched his arm. "Are you okay?"

His eyes flitted to her for a second then focused on his hands again. "You were gone for over five months." His voice sounded flat and dull now.

Something did not add up. Billy was reacting too severely for someone who only saw her at the laundry mat a couple of times a week. "Were we…" She could not bring herself to say what she meant to say, so she finished, "…friends?"

His eyes moved but did not focus on her, staring off into space instead. "Yeah," he said in little more than a whisper.

She lifted her hand, hesitated, then moved closer and settled it on his back. "I wish I could remember."

He closed his eyes and sighed. All the strength seemed to have gone out of him until her hand on his back was the only thing keeping him from collapsing.

Then, in a split second, the walls came up. Billy stood. "You can change in the bathroom."

Startled by the sudden shift, Penny watched Billy retreat back into the same room he had gone to the previous night. She stared after him, a thousand questions still running through her mind. What was that room for? Why had she woken up there? What was Billy doing in there?

0-0-0

Billy paced the laboratory, mentally kicking himself. He could not keep this up. He could not keep walking the line between telling her the truth and acting aloof. Either extreme could send her running out the door. At the same time, he did not know if her memory loss was permanent. If she remembered what really happened that day…

The plastic container sitting on the counter caught his attention. He picked it up, gazing at the spider inside.

It was not moving.

He frowned and gave the plastic a light tap. The spider took a few feeble steps and stopped again. Thinking maybe it was just oxygen deprived, Billy unscrewed the lid and shook the spider out onto the counter.

It hit the counter and lay on its side for a long time before struggling to its feet. After several moments of stumbling around, it skittered away from him and disappeared into the crack between the counter and the wall.

Billy breathed a sigh of relief. The spider was probably just disoriented from being trapped. The Wonderflonium's effects were still holding.

By the time he stepped back out into the living room, Penny had changed and returned to the couch. His gray t-shirt hung loosely on her shoulders, and she had a belt cinched around the waist of the jeans to keep them up. A wave of relief washed over him when he saw that she was no longer wearing Captain Hammer's shirt. At least now he would not have to see it every time he looked at her.

"Sorry I don't have anything that fits better," he said. "I'll get you some new clothes."

Her face reddened. "You don't have to do that."

"You can't live out of my closet forever. Besides, I need to get you a bed, too."

She looked flabbergasted. "No, you…you don't have to go to the trouble…"

"It's no trouble. Really." She still looked apprehensive, but he took her lack of response for acquiescence. "What size do you wear?"

She furrowed her brow. "Shouldn't I just go with you?"

"No." He realized too late that his tone was harsh. When she flinched, he backed off with a rush of guilt. He could think of no way to get around the truth this time, so he decided to surrender some ground. "Everyone out there thinks you're dead. If word gets out…there's some people out there that might come after you."

"Why?"

He did not have an answer for her. Not one he was willing to give.

She sighed and gave him her clothes size.

"I should be back in a couple hours," he said. "There's food in the kitchen if you get hungry." He started for the door.

Penny stood. "Wait. I don't have any money, but is there anything I can do to pay you back? I could…clean your house or something."

He shook his head. "Just…promise me you'll still be here when I get back."

She blinked. "Yeah, of course."

0-0-0

As soon as Billy walked out the door, Penny sat back down with a heavy sigh. She was flattered that he worried about her safety, but she did not see what the problem was. She had wandered around the city for two days and the only people who recognized her were Captain Hammer and the boy who led her to his apartment. And the latter had not even known what her name was.

Still, she had made a promise, and she did not see any harm in going along with the request for the time being.

Though he had not asked her to, she set to work straightening up the living room anyway. It felt good to move around and exercise her muscles after spending so much time sitting on the couch. She was not sure what Billy wanted to keep, so she put everything she managed to salvage on the coffee table. She hesitated when she found the picture of herself, but even though the frame was broken she did not feel right throwing it away. So she cleared out the glass shards and set it back up on the table next to the couch.

She turned her attention to the doors leading to the room Billy had just left. She did not particularly want to go back in there, and she got the impression Billy did not want her to. But she was desperate for something else to do, so she shut away her apprehension and go in.

The door was surprisingly heavy. She managed to push it open just far enough to slip inside, jumping when it banged shut behind her. The moment she stepped inside, an overhead light clicked on.

The room had already been swept clean. All the chemicals and broken glass were gone, and the counter was completely empty save for an empty plastic container lying on its side. She looked around at the mismatched furniture and counter. Even cleaned up, the room's function remained a mystery. It looked like some weird hybrid between a living room and a kitchen.

She made her way over to the counter, brushing her fingers over the plastic container. She tried one of the drawers, but it was locked.

A tiny movement in the space between the counter and the wall caught her eye: a tiny black leg. She reached over and carefully swept a finger through the space. A spider tumbled up onto the table. Its legs gave a few more feeble kicks before curling up. She nudged the spider with her finger, but it did not move. Frowning, she scooped the dead spider into her hand and deposited it in the trash.

Her curiosity to look around more almost got the better of her, but she felt bad about snooping around. Besides, the sight of the dead spider as well as the armchair she had woken up in made her shiver for reasons she could not define. She retreated back to the living room. Maybe if she watched more of the news she could piece together some more clues of what was happening.

0-0-0

By the time Billy returned to the house, it was half-past noon. Finding a bed for Penny had been as easy as walking into the furniture store, picking out a frame and mattress, and arranging for it to be sent to the house. It had taken him longer than he thought it would to find clothes for her though. He had tried to pick clothes he thought she would have chosen for herself, though he made sure to cut the price tags off as soon as he left the stores so she would not be upset by the cost.

When he stepped inside, he heard the television blaring. Penny had switched the news back on. He looked around at the cleaned living room until his eyes fell on the form lying sprawled on the couch. Her head was so far back on the arm of the couch it almost lay on the table. The position looked unnatural, as though she had fallen that way rather than lying down.

"Penny?" When she did not move, he dropped the shopping bags and rushed to her side. "_Penny!_"

"Hmm?" She groaned, shifting her shoulders slightly. Her eyes opened in slits.

"Are you okay?"

"Yeah," she mumbled, pushing herself up. She seemed to be limiting her movements, as though her limbs were stiff. "Sorry, I must've fell asleep."

She glanced at the bags on the floor. "You didn't have to get so much."

"There was a sale," he lied.

She rubbed her eyes, wincing as though the movement was painful. "Do you have time to talk more? I had a few more questions I wanted to ask."

The mention of time filled Billy with a panic that doubled when he glanced at his watch. He straightened up with reluctance. "Actually, I have a meeting I have to get to." He did not want to leave her again, especially when she still did not look well, but he knew things would be much worse for both of them if he did not show up to his summons from Bad Horse.

"Oh." She looked disappointed.

"I should be back in a few hours," he added, though he had no idea if this was true or not. A meeting with Bad Horse could last anywhere from twenty minutes to half the day. Billy jerked his thumb over his shoulder awkwardly. "I just have to get some things before I go."

He retreated into his lab before she could respond. The moment the door closed, he took out his cell phone and started dialing. At the same time, he dove deep into himself to draw the strength he needed for the afternoon ahead.

The line rang three times before it was picked up. "Hello?" Moist's tentative voice said.

"I need a favor."

0-0-0

When Billy had disappeared through the doors on the other side of the room, Penny slumped. The stiffness was starting to recede from her muscles, but it was still painful to move.

What worried her more was that she could not remember falling asleep, lying down, or even feeling tired. One moment she had been watching television, the next Billy was shaking her awake.

The door opened again and she straightened up sharply, trying not to wince as her back spasmed. Billy was carrying a duffle bag and tucking something into his pocket.

"I asked Mark to come over while I'm gone," he said. "Is that okay?"

Penny blinked in surprise. He was having someone come over to watch her now? Or did he have some other reason for wanting Mark over? Either way, she supposed it was his house and his prerogative. "Yeah, it's fine."

"He said he'll be here soon."

She nodded, focusing on Billy's face. She was having a hard time reading his expression. It was almost as though this was not even Billy standing in front of her, but rather an identical stranger doing a poor imitation of him.

Billy gave an awkward smile that looked more like a grimace and walked out the door.

0-0-0

Dr. Horrible tightened his hold on the duffle bag and set off down the street without a single glance back at the house. Billy had wanted to stay behind until Moist showed up, but he could not afford to be late for this meeting. Everything had to go perfectly.

He saw no one on the streets, a fact he was glad for. When he reached the point where residential streets gave way to apartment buildings and businesses, he ducked into an alley to change into his red coat and black gloves and boots. Securing his goggles on his forehead, he stepped back out into the street.

The change of clothes boosted Dr. Horrible's confidence. He had nothing to fear. Bad Horse had no way of knowing about Penny and, since the Iowa mission had been a success, nothing else to implicate him other than Snake Bite's word.

Headquarters for the Evil League of Evil were located in the basement of a high-rise law office building downtown. Contrary to common belief, the lawyers who worked upstairs were not villains in the strictest sense but rather just acquaintances of Bad Horse who happened to owe him some favors. The basement area had been divided into just two rooms: a rather sizable meeting room where the League met to discuss business and a small waiting room outside. When Dr. Horrible arrived in the latter room, he found it empty and the doors to the meeting room locked.

Dr. Horrible took a seat and picked up a several-month-out-of-date magazine from one of the side tables. His eyes did not focus on the words, however, keeping a sharp eye on the doors instead. Bad Horse only kept the doors shut when the League was in session or when he needed to have a one-on-one with one of the members. Dr. Horrible would have bet good money he knew who was in there at that very moment.

He had to wait over half an hour to find out. When the doors finally opened, he lowered the magazine in a fluid motion to imply that he had been reading it and was merely startled by the interruption. To no great surprise, the person who walked out of the room was Snake Bite, sporting her usual cobra motif. She gave Dr. Horrible a smug look on her way to the elevator, leaving no question as to the topic of conversation. Meanwhile, one of Bad Horse's cowboy assistants (Dr. Horrible had a hard time remembering their names or telling them apart), poked his head out of the room.

"Bad Horse will see you now."

Dr. Horrible set the magazine aside and stood to follow the man into the room. The long table inside was bare save for a closed laptop, the chairs completely devoid of people. Bad Horse stood at the far end of the table in his usual spot, his head turned to one side so he could watch Dr. Horrible's approach. Bad Horse jerked his head toward the closest chair on his left.

Dr. Horrible obeyed the command to sit. The cowboy took a seat across from him and folded his hands on the table.

Bad Horse seemed to be waiting for something. After letting the silence stretch an appropriate amount of time, Dr. Horrible said nonchalantly, "I saw Snake Bite was here."

_Yes_. Bad Horse's deep voice reverberated in his skull. _She is quite a talented young woman, wouldn't you say?_

"Oh, yes." Knowing better than to try to read Bad Horse's expression, Dr. Horrible focused on the cowboy instead. The man stared down at his hands with unnatural fascination, making it abundantly clear that he was not a part of this affair. Judging from the vacant look in his eyes, he could only hear Dr. Horrible's side of the conversation.

_However,_ Bad Horse continued after a moment, _sometimes I wonder that her talent makes her prone to seeing fault in others. When you get to be in my position, you learn not to put much stock in such pettiness._

Dr. Horrible did not move, but internally he relaxed. A question still lingered in his mind, though, and against his better judgment, he voiced it. "Then why did you call me here?"

Bad Horse moved his head slightly. He must have given a private command because the cowboy sprang to action at once and opened the laptop. He tapped a few of buttons and turned it around so it faced Dr. Horrible.

On the screen, Billy sat in front of his webcam dressed in sweats, his shoulders hunched and listless eyes staring into the webcam. The sound was muted, but Dr. Horrible still recognized the footage as the last entry to his blog.

His stomach churned. Billy had not thought much about the video after making it, but on second examination, it was an incredibly stupid move. Anyone on the subscriber list who knew Billy or who even happened to see him on the street would be able to put the pieces together and figure out Dr. Horrible's identity.

_We managed to pull the video within moments after you posted it, so the damage was minimal. We have only tracked one subscriber who managed to sneak through before us: a small-time hero in the Midwest who calls himself Johnny Snow. He may present a problem for us._

Bad Horse paused for a moment, his head twitching in the cowboy's direction. The cowboy reacted by closing the laptop, reaching into his pocket, and pushing a folded slip of paper across the table. He then resumed staring at his hands.

_This is Snow's address. I have arranged for a jet to take you there tonight._

Dr. Horrible reached for the paper, barely managing to keep his hand from shaking.

_Before you leave,_ Bad Horse continued, _I need you to deliver a message for me. Tell your friend, Moist, I will be in contact with him soon to discuss our little business arrangement._

Dr. Horrible nodded, repressing a shiver as he wondered what Moist had gotten himself into. But his own troubles overshadowed concern for his friend. He threw all of his strength into keeping his legs steady as he stood. "Thank you, sir."

_I'll see you at next week's meeting._

Dr. Horrible bowed his head in respect and retreated from the building as fast as he could without making his desperation to get away obvious. Once outside, Billy stumbled into the nearest alleyway and retched, splattering what little was in his stomach on the asphalt.

0-0-0

Penny stared at her fingernails, searching for something to say. "So…you and Billy are friends from work?"

"Yeah." Mark sat on the opposite end of the couch, dripping with sweat even though he had not moved for the last hour. She wondered if he might pass out from dehydration soon. "We…uh…we used to be roommates, too."

"But we didn't know each other?"

"No."

"But he talked to you about me?"

Mark did not reply.

Penny chewed on her thumbnail to give herself something to do for the several moments it took for her to gain the courage to speak again. "What did he say?"

"I…I really don't think I should…"

"Right, sorry." She drew her legs up on the couch so she sat cross-legged. "How much do you know about the Caring Hands incident?"

He shrugged. "Just what I read in the paper. Billy doesn't really like to talk about it."

She snapped to attention. "He was there?"

"No," Mark answered too quickly. His eyes darted up to look at her, then focused on his hands. "He just took it really hard. You know, because you guys were friends."

"Yeah." She did not press the issue, but she focused on Mark's sudden nervous behavior. Was it possible that Billy knew what had happened? If so, why had he not said anything?

0-0-0

Billy pushed the door open, his eyes snapping to the couch. Penny sat alone on the couch, watching television. When she turned to look at him, he let out a silent sigh of relief.

"Where's Mark?" he asked.

"In the bathroom." There was something different about her. She gave him an odd, probing look, as though waiting for the answer to some implied question hanging on the air.

He did not have time to think about that though. He crossed the room to the hallway and knocked on the bathroom door.

"Just a minute," Moist's voice called.

"I need to talk to you."

A fraction of a second later, the door opened. Moist stood on the other side with one hand on the doorknob, the other sponging sweat off his face with an already damp towel. He set the towel on the counter, though his skin was still glistening.

Billy jerked his head toward the bedroom across the hall and led the way inside. The moment Moist stepped in after him, he shut the door.

"Bad Horse gave me an assignment," Billy said. "I'll be gone for a day, maybe two."

"What's the assignment?"

"Doesn't matter. I need you to stay here with Penny while I'm gone."

Moist raised his hands. "Whoa, hold on. I only signed on for a couple of hours."

"I know. I'm sorry, all right, but you said it yourself. I have to do whatever Bad Horse wants me to do."

Moist sucked in a breath between gritted teeth, his eyes shifty. "Man, she's been asking me all kinds of questions, and if you hadn't noticed, I'm not that great a liar. Hell, people think I'm lying when I'm telling the truth!"

"Get over it," Billy snapped. As he continued, his voice shook, try as he might to keep it steady. "I need someone to keep her here. Make sure she...she doesn't get hurt. You're the only one I trust."

Moist hesitated, glancing in the direction of the living room. He sighed. "Fine. I can't promise to be here twenty-four seven, but I'll stay as much as I can."

"Thank you." It was Billy's turn to pause. "Bad Horse also said he would be contacting you soon."

Moist paled. He closed his eyes and gave a resolved nod. "Yeah, okay."

Billy furrowed his brow. "It sounded like he wanted to talk to you about a lot more than money. You'd tell me if you were in trouble, right?"

"It's nothing," Moist said, waving a hand dismissively. "Go. Do evil. I'll hold down the fort."

Billy nodded. "There should be some guys here tomorrow moving in a bed for Penny. They shouldn't be a problem, but if one of them recognizes her…"

"I'll take care of it."

"Thanks." He moved to open the door, stopped, and turned back. "I owe you one for this. Anything I can do for you after I get back, just say the word."

Moist gave a smirk that looked forced. "You know me. I never pass up the chance to call in a favor."

Billy turned the doorknob and stepped back out into the hall. When he got back to the living room, Penny's eyes focused on him, as though she had been anticipating his return since the moment he left.

"I have to go out of town," he said before she had a chance to speak.

"Oh." When he started toward the laboratory, she stood. "Wait. How long will you be gone?"

He did not break stride, reaching for the door. "Just a day or two. Mark said he'll stay with you."

"I don't…"

Billy shut the door, cutting her voice off. His exhausted body told him to stop for a moment to gather his strength, but he knew if he stopped he would not be able to start moving again. He opened the cabinets over the counter, shifting around the chemicals inside until he found a wooden box about the size and thickness of a large book. He opened it and took out a small, silver stun ray attached to metal bands that snapped on over his gloves. Up until now, he had managed to sell everyone on it being a death ray, making sure to avoid any situation where he might actually have to use it. He was perfectly capable of building another death ray, but the thought was too much after what had happened with the last one.

He took the stun ray and rummaged through the cabinets until he found a small, sealed container of sodium hydroxide. He hesitated, staring down at it. Since joining the League, Dr. Horrible had thought often about what he might use if he ever had to take out a target himself. He knew he could never go the traditional route of brute violence, and he had already proven to himself that death rays were not an option either. He was much better off playing to his strengths, and he would wager he knew more chemicals that could kill a person than anyone.

But that fact did not make the task any easier. This would be messy. And painful. He had thought of other chemicals that would be less painful, but he needed something fast and guaranteed lethal.

He sighed and opened the duffle bag, hiding the container in the folds of his lab coat. This was not the time to think about the morality of what he was about to do. He only needed think about Penny in the next room to know what he had to do.

0-0-0

Author's note: Please review. Many props go out to the LiveJournal community little_details for helping me out with my chemistry. (If anyone's wondering what sodium hydroxide is, Google it.) Next chapter: Penny latches on to an opportunity to maybe rebuild some semblance of her former life. Meanwhile, in pursuing Bad Horse's assignment, Billy discovers the terrible truth of why Johnny Snow hates him so much.


	6. Parallels

Everything I Ever

Author's Note: Thanks for the reviews! I'm glad the Bad Horse scene went over well. (To be perfectly honest, the idea came about when I realized that Billy's video presented me with a gaping plot hole I needed to explain.) Anyway, as always, enjoy.

0-0-0

Chapter 6: Parallels

She was cold. There was a heavy blanket draped over her body, but this cold seemed to radiate from inside, forming an invisible barrier between herself and the heat trapped by the blanket. It weighed down her limbs, pulling her deeper and deeper down a narrow tunnel that smelled of chemicals and wet earth. It was a dream. It had to be a dream.

But Penny was wide awake.

She sucked in a sharp breath and felt a stab of pain in her chest.

Then, slowly, agonizingly, the barrier weakened, and her muscles relaxed just enough to move.

She pushed herself up into a sitting position and doubled over as a sense of vertigo overtook her. She did know how long the feeling lasted, only that she was startled by a sudden flurry of footsteps and a shadow crossing her vision.

"Are you okay?"

She looked up at Mark, wincing as her neck muscles strained, and nodded. "Yeah, fine." She sat up, grateful when the world did not spin this time. "Just got a little dizzy."

Mark, who was still standing a good distance away for all the concern in his voice, spoke again. "Can I get you something? Water? Food?"

"No, really, I'm fine." Her eyes traveled down. "You changed."

He looked down at his shirt, which was already drenched in sweat around the collar. "Yeah, I went home and picked up a few things while you were asleep."

"Oh."

Mark sat on the opposite end of the couch and flipped the television on. A reporter appeared on the screen, in the middle of a story about a fire in an office building downtown.

"Do you have anything you have to do today?" Penny asked, hoping she did not sound resentful of his presence.

He just shrugged. "Billy said some guys would be coming by to drop off a bed, so…"

A jingling ringtone sounded. Mark jumped and pulled a cell phone from his back pocket, almost dropping it twice before managing to answer it.

"Hello?" He paused for a moment and paled. "Now? I'm kind of…. No, I understand. I just…. Yeah, okay, fine. Tell him I'll be there in twenty."

He moved to shut the phone off, and it promptly slipped out of his hand and hit the floor, the battery popping out. He grabbed both phone and battery and shoved them back in his pocket.

"One of the guys at work called in sick," he mumbled. "I have to cover his shift."

"Oh, of course," Penny said, "I understand."

Mark hesitated, running his fingers through his hair. "I…uh, I don't know how long I'll be gone. Will you be all right here?"

"I'll be fine. Go ahead."

He gave a half smile and moved to the door. With one last reluctant glance back at her, he stepped outside.

Penny sighed. Finally, she had some time in peace. She could not blame Billy and Mark for worrying about her. She was a little worried about these mysterious symptoms herself, but it was a relief to have at least a few hours without their constant hovering.

"…outside the Caring Hands Soup Kitchen on ninth and Jackson. Mike, tell us what happened?"

Penny snapped to attention. On the television screen, a male reporter was standing in front of a rundown building with a large crack in one of the dirty front windows.

"Well, Angela," the reporter said, waving his hand. The camera panned up to a bullet-ridden sign that read "Caring Hands" and had a picture of a bowl with steam rising from it. "As you can see, the evidence of the shootout last night is all over the place. Understandably, residents of the area are unnerved by this, especially with the other violent occurrences we've seen recently. The chief of police has scheduled a press conference later this morning."

The picture changed back to the female reporter. "Thank you, Mike. We'll continue to report on the shooting as more details come in. Now, to Eric with the weather."

Penny let out the breath she had been holding in. Caring Hands. This could not be a coincidence. They had to be connected to the homeless shelter. Someone there might be able to tell her about the incident in May.

She glanced at the door. Mark had not been sure when he would be back, but she thought maybe she would be able to get back before he even knew she was gone.

She stood. It did not feel right to leave, but she had to know.

Grabbing the nearest piece of paper and hunting around the room for a pen, she scribbled a quick note just in case:

_Gone to Caring Hands Soup Kitchen. Be back soon. _

She pinned the note under the picture of herself, hoping it was in plain enough view to be seen.

When she stepped outside, the street was just as empty as it had been before. She set off, drawing a crude map in her mind from her memory of the immediate area. If she was correct, the soup kitchen was not far, and it would not take her long to get there.

She was half right. The soup kitchen was not far, but she got turned around on the back streets enough times that it took her over half an hour to find it. Unlike her previous outings, she did not see anyone on the streets at all. If not for the occasional car driving past at breakneck speeds, she might have thought the entire population of the city had vanished.

The outside of the soup kitchen looked even more rundown in person than it had on television. She could see now that the crack she had seen in the window was caused by a bullet hole. The windows of other nearby businesses had not escaped the destruction, and most had closed signs hanging in them. A battered sign hanging in the soup kitchen window declared it to be open, however.

She stepped up to the door and pushed it open. Inside, a large open room was packed with small tables with chairs. Every chair in the place was filled by a person with clothes in varying stages of wear and tear, and still more were standing. A few were eating soup, but most were just huddled in groups, talking in hushed voices. Several gave her suspicious glances, and those nearest shuffled away.

Something tugged at the back of her mind, as though some distant memory was fighting to come forward. She embraced it eagerly, but all she got was an image: Captain Hammer sitting across from her at one of these little tables. Besides proving that she had been here before, she did not know what to do with the memory.

She stepped up to the counter, where a man with long red hair tied in a ponytail and a nametag reading "Dustin" was reading a magazine and ladling soup into an old man's bowl without even looking. The old man wiped the soup that had splashed onto his fingers off on his worn overcoat and retreated.

"If you want vegetarian, we're out," Dustin muttered, setting the ladle down to turn a page in the magazine.

"Oh, I'm not here for soup," Penny said. "I just wondered if I could ask you a couple questions. Um…are you the only one here?"

"Yup." Dustin flipped another page, starred at it for a second, then lowered the magazine to look at her. "You a cop?"

"No. I just wanted to ask if you knew anything about the incident at the Caring Hands Homeless Shelter."

Dustin picked the magazine up again. "Nope. Wasn't there."

"Oh, okay. Sorry." She turned to go but stopped, surveying the room. "Sure are a lot of people here."

"Yeah." His voice was tinted with a vague disgust. "Apparently we're the new hangout spot for toothless winos."

"Well, I could help out if you want. I used to do this kind of work all the time."

Dustin shrugged. "Whatever. There's nametags in the office. Gina throws a bitch fit if we're not wearing them when she checks in."

"Thanks." Penny retreated to the back office, a tiny room barely larger than a closet. A desk and two chairs had somehow been crammed into the space. Both the desk and one of the chairs were covered in towering stacks of paper and folders. Shifting the papers around, she managed to find a single, slightly crumpled nametag.

After finding a red pen buried in the mess, she hesitated with it poised over the nametag. She doubted anyone who did not recognize her face would recognize her name, but she wondered if she should take that chance. Billy had said there were people who might want to hurt her if they knew she was still alive. Besides, there was no harm in using an alias for the time being.

She lowered the pen to the paper and scrawled "Felicia." Sticking the nametag to her shirt, she went back out to the counter. She might still have no idea what was going on, but maybe that was all right for now. Maybe she could still find a way to rebuild her life by giving back to the community.

0-0-0

Dr. Horrible suppressed a yawn, trying to ignore the pain in his legs. He had arrived in this backwater town of Illinois in the early hours of the morning. He had hoped he would just be able to sneak in, finish the job, and get back home before lunch, but he had arrived to discover Johnny Snow's house empty. So, after setting up the first phase of his plan, Dr. Horrible had crouched outside the bushes all night waiting for him to come back.

It was a sound idea in theory. Now that it was almost ten o'clock in the morning and Dr. Horrible had been barked at by every dog that was walked past and almost spotted by two of their owners, he was starting to wonder if he even had the right house. But he had already checked the address a dozen times, and Bad Horse's information was never wrong. Snow had probably just had a date and gone back to her house. For some reason, this thought made Dr. Horrible sick to his stomach.

Just as he was starting to consider changing back into his street clothes and finding somewhere to buy a late breakfast, a passing car slowed and pulled into the driveway.

Dr. Horrible shifted so he would be better hidden, biting his lip to keep from swearing when his leg muscles spasmed. The car door opened, and he laid eyes on Johnny Snow, his self-proclaimed "nemesis," for the first time.

He was very average-looking. That was Dr. Horrible's first impression. Snow was about thirty years old, with mousy-brown hair and a quiet, stumbling demeanor. He was dressed in navy blue hospital scrubs, which explained why he was out all night. Now that Dr. Horrible saw him, the idea that he would be out with a woman all night seemed laughable, as did the idea that he could possibly be a nemesis of any kind.

Snow picked up the morning paper off his stoop, fumbled for his keys, and unlocked his front door. The moment he disappeared inside, Dr. Horrible straightened up. He had had a long time to consider how to go about this. Going in the front door was one of the first methods he had crossed off the list. Instead, he circled around the back. When he had first arrived, he had picked the lock on the back door and opened the window that looked over Snow's kitchen table an inch.

Dr. Horrible ducked in the bushes outside this window, peering in. To his relief, Snow had not gone straight back to the master bedroom but instead moved around the kitchen making a bowl of cereal. Moving as little as possible, Dr. Horrible strapped his stun ray to his wrist and waited for Snow to sit down at the table and open the newspaper.

Dr. Horrible waited a moment to make sure the man was engrossed in the paper, then raised the ray, carefully lining up the shot. He only had one chance at this. He could not miss.

He took a deep breath and clenched his fist. The stun ray fired a beam of yellow light into Snow's right shoulder. Snow's body slumped forward, his hand colliding with the cereal bowl and knocking it to the floor. His face planted on the newspaper, and he lay still.

Wasting no time, Dr. Horrible sprang up and hurried to the back door. The stun ray was designed to leave the victim unconscious for at least half an hour, but past bad experience made Dr. Horrible reluctant to trust his equipment to work properly.

When he got inside, though, Snow was lying just as he had been before. His eyes were opened in slits, only the whites visible, and his lips were parted slightly in an expression of dull surprise.

Dr. Horrible fished the plastic container out of his bag and stared at the flakes inside. He could do this. It was no different than the job in Iowa. Not even as bad. That was a little kid. This was a grown man who had been trying to provoke him into a fight for years.

Swallowing his fear, Dr. Horrible set the container down for a moment and grabbed Snow by the shoulders, hauling him up so he leaned against the back of his chair. The Snow's head rolled back on his shoulders, his mouth still parted. Dr. Horrible picked up the container again and carefully unscrewed the cap, making sure to keep it far enough away that he would not accidentally breath in any dust.

He hesitated. Images of Penny flashed through his mind, so sharp his hand shook. He cupped the container in two hands to keep from spilling it. He had to do this. Moist was right; he had to do whatever Bad Horse asked of him, no matter what it was. For Penny's sake.

But then, why would his hand still not move?

Dr. Horrible had only a second to register the twitch of Snow's eye. Then, he hit the floor, the sodium hydroxide spilling all over him. In a panic, he ripped the coat open and wriggled out of it and his gloves, scrambling away from both to keep from getting any of the flakes on his skin. He felt another blow against his back and fell again, his jaw striking the ground so hard he saw stars. Blinking them away, he flipped over on his back, throwing his arms up to protect his face.

"What, you thought I wouldn't be ready for you?" Snow shook his left wrist, and light bounced off a metal band that Dr. Horrible had not noticed before. Snow seemed taller now, his face more distinguished. "You're not the only one who dabbles in invention, _Billy._" With a flick of his wrist, a white beam of light shot from the wristband at Dr. Horrible. The moment it struck, Dr. Horrible felt his limbs freeze in place, and a cold chill swept through his body.

Dr. Horrible tried to smile, but he found his lips difficult to move. "Can't we just forget about this?" he mumbled. "I mean, I don't even really know you."

Snow chuckled. "Of course you wouldn't know me. You only ruined my life."

Dr. Horrible's eyes flitted around the room. "Seems fine to me."

Apparently this was the wrong response. Snow's eyes flashed. "June 2000, Chicago. You signed on for an assignment for Green Striker. To assassinate the mayor."

Dr. Horrible remembered. He had been freshly out of college and just starting out as a villain. Back before Bad Horse formed the first League, the best way to build a reputation fast was to do contract work for established villains. Not that that particular incident had helped his reputation.

"What does that have to do with anything?" he asked.

"Green Striker always sent teams in pairs." Snow's voice lowered to a whisper. "Do you remember the name of the villain he sent you with?"

Billy's stomach gave a jolt. "Malaria Jean."

Snow nodded once. "Seems chaos is the only thing you succeed at. It took me months to track down enough witnesses to find out what really happened. The tranquilizer you used on the guards wore off. One of them saw Jean headed for the mayor and shot her down before she had the chance to infect him."

Billy could already guess where this was going. He wished he could cover his ears to stop himself from hearing any more.

Snow stepped over Billy's partially outstretched leg and crouched down beside him. He reached into the neck of his shirt and pulled out a long chain on which dangled a gold ring with a tiny speck of a diamond. "I had it all planned out. The night she got back from Chicago, a romantic dinner at her favorite restaurant and a walk down to the pier where we had our first date." He stuffed the ring back down his shirt and straightened. "But she never came back. You saw to that."

"It was an accident," Billy said, fighting to keep his voice steady.

Snow's eyes narrowed. "Only two people knew she was there: you and Green Striker. You know how I found out about her? A report on the news. I couldn't even claim her body without giving away her identity."

"But what about Green Striker? He's the one who sent us."

"I know. He's a lot sneakier than you. Took me four years to track him down and another one to deal with him. Now it all comes down to you."

Billy squeezed his eyes shut and braced himself for the blow as best as he could, defenseless to block it. When nothing happened for several moments, however, he took a chance and opened his eyes.

Snow had not moved. "Oh, I'm not going to kill you. Not yet, anyway." He stooped again until his mouth was inches from Billy's ear. "You took away the one person I cared about more than anything. Only fitting that I should do the same." He turned and walked toward the front door.

It took Billy only a fraction of a second to realize what he meant. "No!" The effort to yell hurt his partially-paralyzed throat, but he did not care. "I'm sorry! I didn't…"

As Billy heard a door open, the cold grip around his limbs released. He struggled to his feet and stumbled for the living room, where the front door was left standing wide open. He arrived on the front lawn just in time to see Snow take a running leap and shoot into the air with a burst of cold wind that made goose bumps rise on Billy's arms.

0-0-0

Author's Note: Please review. Next chapter: The final showdown between Johnny Snow and Dr. Horrible. Chaos is the name of the game, and Billy's in a race against time in more ways than one.


	7. Confrontation

Everything I Ever

Author's Note: Thanks for the reviews! As always, enjoy.

0-0-0

Chapter 7: Confrontation

Smiling, Penny spooned up a bowl of soup for a grisly old man in a dusty overcoat. "Here you go, sir," she said, passing it to him. "Have a nice day."

The man grumbled something under his breath that she did not catch and retreated to a table on the far side of the room. The number of people in the kitchen had not changed much since Penny arrived a couple of hours earlier. Few people left, and for every person who did leave, another would soon take his place. Every once in a while, someone would come up to the front to get a bowl of soup, but most seemed content just to be inside. Penny had tried to make conversation, but she never managed to get more than a few words out of them before they retreated back to their respective corners.

"Give it up," Dustin commented after the fifth time she tried. Since Penny had arrived, he had taken up residence in a chair behind the soup line and passed the time by flicking through a magazine. "They don't wanna talk to us any more than we wanna talk to them."

Penny glanced at him, taken aback. "Why would you be doing this if you don't want to talk to them?"

Dustin scoffed. "Parole officer says I gotta do a hundred-fifty hours community service. It's this or pick up trash on the highway, and I ain't looking to get my ass run over."

Penny gave up, turning her attention back to the vats of soup in front of her. The vegetable beef was almost out. She turned toward the kitchen to get more.

The blood rushed from her head, and the world lurched around her. She groped for the counter behind her, but her hand slipped, and she sat down hard on the floor. Sharp pain shot up through her back, and she had the sudden urge curl up in a whimpering ball on the floor.

"Hey, you okay?"

Penny shifted her stiff neck just enough to look up at Dustin, who peeked at her over the top of his magazine with something approaching concern.

"Yeah," she said in a strained voice. "Just got a little dizzy, I guess."

In a surprising gesture, Dustin stood and moved over to grip her shoulder to help her up. Even through her shirt, she felt the warmth of his hand.

"Wait," she said. Her limbs were locked too tightly to move. She clenched her teeth and waited.

After several moments of sitting still, her muscles relaxed enough, and she was able to make herself stand with Dustin's help. The world was still a little fuzzy around the edges, and she had to lean against his arm to keep from falling again. He helped her to the chair, where she collapsed.

Without a word, Dustin took over the soup line again while she sat, throwing all effort into keeping her muscles in check. She felt as though she was controlling her body's movements from a distance, like a puppet on strings. Except if she let go of the strings for even a second, instead of collapsing to the floor, her limbs would fold in on themselves and lock her in a state of unmoving agony.

It was nearly half an hour before she felt better and another before she was able to stand again. Though she was unnerved by this sudden loss of control, it made her even more determined to keep working. In spite of what had just happened, this was the best she had felt since she first woke up in Billy's house, and she was not about to give that up. She had to do her part to make this city better in any way that she could.

0-0-0

Billy burst out of his seat before the jet had even stopped moving, leaving his bag sitting on the floor. He waited impatiently for the pilot to open the door and jumped down the stairs without sparing the man a glance. He took off across the private lot that served as the landing field for Bad Horse's aircraft. There was no one else on the runway, a fact he might have been grateful for if he had even noticed. When he reached the street, he hailed the nearest cab and rattled off his address.

In an agonizingly slow movement, the driver turned his head, his eyes sweeping over Billy's disheveled black scrubs. "You got cash?"

Billy's heart sank. He had cash all right, sitting in his bag on the jet. There was no time to go back for it. "At home," he said.

The driver rolled his eyes in obvious disbelief but pulled away from the curb without further comment.

Billy sat on the edge of his seat, bouncing his leg up and down, willing the congested traffic to clear out of the way. He had no idea how fast Johnny Snow could fly. He could only hope that he was faster.

As the cab slowed in front of Billy's house, he jumped out, ignoring the driver's yell that he had better come back with money. There was no sign of a break-in, but that did not mean anything. For all he knew, Snow had knocked on the front door and Moist or Penny had let him right in.

No, he could not think that way. He had to have made it in time.

There was a tag hanging on the doorknob with the furniture store's logo and some text on it, but he paid no attention to it. He threw the door open.

The living room was empty. His eyes were drawn at once to the laboratory doors standing open on the other side of the room.

"Penny?" he called.

There was no answer.

"Moist?"

Still nothing.

He stepped toward the open doors on shaky legs. It seemed to take an eternity to close that short distance.

The laboratory was also empty. A mass of white fabric on the table caught his eye. He stepped forward and picked up his old Dr. Horrible coat. A pair of black goggles and white gloves fell to the floor, along with a photograph and a folded slip of paper.

He crouched down to retrieve the picture, already knowing what he would see before he turned it over: the picture of Penny from the living room. He set it aside and turned his attention to the note, written in neat cursive:

_Gone to Caring Hands Soup Kitchen. Be back soon._

Billy braced his hand on the counter, blood pounding in his head. Johnny Snow was way ahead of him. Billy had no hope of getting there in time to save her. Assuming she was not dead already.

His fist clenched around the note, fingernails digging into his palm. No. If Snow just wanted to kill Penny, he would have done only that. He would not have taken the time to mock Billy with this set up. He wanted Dr. Horrible to show up. To fight for her life. To fail.

With a new burst of energy, Billy seized the white coat and pulled it on. He pulled the white gloves over his hands and settled the goggles on his forehead. If Snow wanted Dr. Horrible, he would have him.

0-0-0

Penny leaned against the counter as another dizzy spell came over her. This one was not as bad as the last, she thought. Maybe what happened earlier was just a fluke.

Even though it was still several hours before nightfall, the sky outside had started to darken, casting long shadows over what little she could see of the street. The wind picked up speed, rattling the windows. A few more small groups of people came inside, presumably to avoid the bad weather.

As Penny watched the latest pair step through the doors, she spotted a lone man walking past the windows, lit by the street lamp and the soft glow from the windows. He wore hospital scrubs the same shade of dark blue as the sky, and his face was so non-descript she almost overlooked him completely.

For a split second, she could have sworn his eyes focused on her. The crowd shifted, momentarily blocking her view. By the time she could see outside again, the man was gone.

0-0-0

In spite of the gravity of the situation, Dr. Horrible started the trip at a slow pace to give himself time to think up a plan. As the sky thickened with heavy, dark clouds that flashed lightning, however, he sped up. With the first rumble of thunder, he was almost at a dead run.

He had no idea how many people would be there. He had not been to the soup kitchen since the days when he had spied on Penny's dates with Captain Hammer, of course, and he had no other reason to even visit that part of the city.

If there were a lot of people inside, there would be mass confusion. This might help him out as much as it could hurt him. Whoever got to Penny first would have the advantage in a crowd. Since Snow was a hero, he would probably take extra care around bystanders, no matter how great his desire to get back at Dr. Horrible.

He rounded the last corner onto yet another desolate street, except this one was not quite so empty. Ahead, just within range of his vision, he saw a man in blue scrubs walking slowly down the sidewalk. His back was to Dr. Horrible, but there was no mistaking who it was. Dr. Horrible took a careful step forward with a fleeting hope that might be able to finish the fight outside without ever bringing Penny into it.

A blinding flash of lightning lit up the street, followed by a thunderclap so loud Dr. Horrible felt the ground shake under his feet.

As though on cue, Snow turned on his heel and stared at Dr. Horrible, his expression unreadable from so far away. Then he bolted forward.

By the time Dr. Horrible reacted to the sudden movement and started to run, Snow had already thrown open the door of the soup kitchen and slipped inside. The second the door closed, the sky opened up, stinging Dr. Horrible's face with sleet and drenching him in freezing raindrops the size of bottle caps.

Billy almost wavered. Was his assumption wrong? Did Johnny Snow really wait for Billy to catch up? Or did Billy misinterpret Snow's intentions and sign Penny's death warrant by being too slow?

0-0-0

The windowpanes rattled with the force of the last thunderclap, making Penny jump and clutch her chest.

Seconds later, the bell over the door jingled, and the man Penny had seen walk past the window before hurried inside just ahead of a torrential downpour. Tiny pings on the windows told her that it was not just water falling.

She saw now that the man was wearing hospital scrubs, and although there was still nothing particularly striking about him, he did look out of place next to the shabbily dressed people standing around. They seemed to notice the oddity as well and gave him a wide berth as he made his way to the front.

Penny straightened up and smiled. "Hi. Can I help you?"

The man studied her face. Then his lips curled upward. "Just hold that pose for a second."

She barely had time to furrow her brow in confusion before the door crashed open again and the room erupted in screams. The assault on her eardrums, however, was quickly shunted aside for a splitting pain that tore through her skull and lower abdomen. At the same time, disjointed images flooded her mind. In her confusion, she hardly noticed that the man in front of her had vanished and did not feel the pair of strong hands pin her arms behind her back. Her entire body buckled, and the only thing that kept her from falling was a sudden pressure across her chest.

0-0-0

Dr. Horrible kicked the door open, oblivious to the screams this elicited inside. He launched himself into the mob, his shoulders heavy with the weight of his soaked lab coat. The people nearest him scrambled to get out of the way, but those near the back who could not see him seemed to be exerting just as effort to get to the door. As a result, he was forced to weave his way through struggling bodies as well as tables and chairs that had been knocked over.

Most of the people must have finally decided that the door was their best bet because the density of the crowd began to thin. Dr. Horrible pushed his way past the last few people and skidded to a halt in front of the counter.

On the other side, Johnny Snow stood with one arm wrapped around Penny's chest, the other pinning her hands behind her back. She was hunched forward, her hair hiding her face, but the contortion of her body told him she was in pain.

All the confidence drained out of Billy, but he fought to keep his composure. "Let her go!" he shouted. Behind him, the sounds of the crowd had ceased, but he did not dare turn around to see if they were all gone. The storm had hit such a crescendo he thought every bolt of lightning must be striking just outside the window. "She's got nothing to do with this!"

Snow's bared his teeth into what only resembled a grin in passing and tightened his hold around Penny. The metal band on his wrist glinted. "What do you think, Billy? Drowning? Electrocution? Freezing is my signature, of course, but this is a special occasion."

As Billy stared, trying to force his muddled brain to think, a door behind Snow opened a crack, and a man with a red ponytail peeked out from the backroom. Snow did not seem to notice. The red-haired man looked confused for only a split second before his eyes focused on Penny and his expression darkened. He took two steps forward and drew his fist back, punching Snow squarely in the back of the head.

The force of the blow did not knock Snow over, but it jolted him enough that he released Penny. She slumped, throwing her hands out just in time to keep her head from smacking against the counter. She slipped down to the floor.

As Snow turned to face his attacker, Billy took his chance. He sprinted around the counter and tackled Snow from behind. Caught off balance, Snow pitched forward. The red-haired man tried to dodge out of the way, but he was not quick enough, and all three men landed in a tangle of limbs on the floor.

Snow was the first to regain his senses and start moving back toward Penny.

A yell tore through Billy's throat. He dove for Snow and managed to grab hold of his legs, knocking him flat against the floor again. Snow swung his arm up to hit Billy, but Billy anticipated the movement, dodged, and grabbed Snow's arm, using his momentum to flip him onto his back. Billy was on him again in an instant.

Snow made a desperate grab, and his left hand closed over Billy's right arm. The metal wristband shone bright blue, and a sharp, icy pain lanced through Billy's veins.

Billy pulled out of the grasp and seized Snow's head with one strong hand and another that was half-numb and stinging. With all the strength he could muster, he slammed Snow's head against the dirty tile floor with a dull thud.

Snow's attempts to grab him slackened, his eyes wide and dazed.

Billy picked Snow's head up and threw it down again. A third time. Blood vessels popped in Snow's eyes, and he went limp. A few more hits and there was a sickening crack. Blood pooled on the floor, diluting in the water that had dripped from Billy's clothes.

The sight of the blood snapped Billy out of his rage, and he finally let go. Snow's head fell back, rolling to one side. The back of his hair was matted with blood, and part of his skull had caved in from the force of the blows.

Billy scrambled to get away from the body, but his right arm gave out under his weight. The glove and the sleeve of his lab coat were undisturbed, but his entire arm felt limp and heavy, and his hand still felt as though it was being stabbed by needles. The red-haired man lay against the wall, unconscious but still breathing.

Billy looked around to Penny, who still sat slumped against the counter, clutching her abdomen. Her breathing was very ragged.

"Penny." He crawled toward her, favoring his injured arm.

Her head snapped up, and she went very still, her eyes wide and distant. Then, slowly, they focused on him.

0-0-0

She remembered everything. Joining the Caring Hands group. Dating Captain Hammer. Making friends with Billy. Every last detail of the Caring Hands Homeless Shelter opening ceremony: the speech, the freeze ray, the screaming crowd, the death ray.

And him.

Her eyes focused, and she saw his face inches from hers, just as it had been that night. Only this time she did not see Billy. "You."

The pain in her abdomen ebbed. She jerked away from him and staggered to her feet.

He stood as well. "I can explain…"

"You don't have to," she said faintly. "I remember."

His expression filled with pain and desperation, the same as it had that night. But this time, she remembered. She remembered that he tried to kill Captain Hammer. She remembered the gun exploding and the shrapnel tearing into her chest. And now she had watched him kill that man in the hospital scrubs with his bare hands. Her mind reeled, and a strong sense of vertigo took her over. She needed to get away. She needed time to think.

She turned for the door and started running. Outside, the rain had stopped, and the people who had been in the soup kitchen were nowhere in sight, leaving her a clear path.

"Penny, wait!"

As she pushed the door open, she slowed, but not for his voice. Her limbs were stiffening up again. She pushed on, but her foot caught in a crack on the sidewalk, and she stumbled. The pavement rushed up to meet her, but she never felt herself hit it.

0-0-0

Billy was too stunned to follow when she ran, but seeing her stumble outside jolted him into motion. He hurried forward as fast as he could, but he had no hope to reach her before she struck the ground. He dropped to her side and rolled her over. Though she was out cold, her limbs were stiff, and she did not move easily. One arm and the side of her jaw were scraped bloody, as though she had not even tried to catch herself.

He tried to lift her and swore as a fresh bolt of pain shot through his right arm. He bit his lip and tried again, hoping to sling her up onto his back, but it was no use. He sat down hard, pulled his gloves off, and peeled the heavy, wet sleeve of his lab coat off.

The skin of his lower arm was swollen and covered in blisters and the beginnings of bruises from elbow to wrist. Most of the blisters seemed to be concentrated on the underside of his arm, where Johnny Snow had gripped him.

One thing was clear: he would not be able to get Penny back to the house by himself.

He fumbled for his phone with his left hand and awkwardly dialed the numbers. The first time, the phone rang six times and went to voicemail. He growled and dialed again. On the fifth ring, it was finally answered.

"Hello?" a tentative voice said on the other end.

"Moist." Billy tried and failed to keep the desperation out of his voice. "I need your help."

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Author's Note: Please review. I haven't written an action sequence in a while, so I'm really interested to hear opinions and critiques on this chapter. Next chapter: The final pieces of the puzzle fall into place. In light of Penny's sudden turn for the worse, she and Billy must figure out where they stand. The story's winding down folks. I won't say precisely how many chapters are left since I think that might give away some of the mystery, but the end is nigh.


	8. Omission

Everything I Ever

Author's Note: Thanks for the reviews! I was glad to see you all enjoyed the action sequence. (Like I said, I was a little worried about that part.) As always, enjoy.

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Chapter 8: Omission

The dark surrounded her. She had sunken deep down into it, staring up from the bottom of a long tunnel with barely a pinprick of light in the distance. The air was cold and damp. There was no pain here. Only pressure pushing her deeper. The roaring in her ears frightened her, but she did not fight. Did not even know how to fight it.

After a while, the pressure lessened. Then, slowly, it started to reverse, pushing her back up toward the light. Above, she heard voices talking.

She did not bother to fight this either.

0-0-0

"Let's get her to the couch."

Billy nodded once. He and Moist maneuvered Penny between them and lowered her carefully onto the cushions. Though it had been almost half an hour since she collapsed, she still showed no signs of life aside from shallow breathing, and her limbs were still stiff and unyielding. Billy dropped to his knees at her side, too exhausted to do anything else.

"We should get help," Moist said.

"No."

"But—"

"I said no." Billy clenched his fists—or, rather, he clenched his left fist and managed to curl the fingers of his right hand slightly. After a few moments, he relaxed and covered Penny's hand with his. Her skin was so cold he had to check again to make sure she was still breathing. He pulled the blanket from the back of the couch over her. "You were supposed to watch her," he said.

"Bad Horse called me in. He would've been suspicious if I didn't show up."

"So you were in a meeting the whole time?"

Moist took a long time to answer. "No," he said finally. "I went home. I'm sorry, I just forgot."

Billy shook his head. "If you had stayed, you both would have died." He did not know this for sure, but it was easier to believe.

"Billy…"

Billy started but could not look away from Penny.

When Moist spoke again, his voice was hesitant and sounded guilty. "Bad Horse gave me an assignment. He says if I do it he'll forgive my debt. It might even give me an in on joining the League."

"What's he want you to do?" Billy asked noncommittally.

"First he wanted to follow up with you and make sure you finished your assignment with Snow." He paused. "Then he authorized me to take you out."

This time, Billy did turn. Moist stood several feet away, even more drenched with sweat than usual and not quite meeting Billy's eye.

"So what did you say?" Billy asked.

Moist's eyes flitted to the window, as though he expected to find someone looking in at them. "I told him I'd have to think about it. But you know better than anyone you don't say no to Bad Horse."

Billy looked back at Penny. If he was not mistaken, she had relaxed slightly. "Yeah."

"Anyway, I just thought you should know I might have to leave town soon. Maybe for good."

At any other time, he would have argued, insisted on masterminding a way to outwit the League. Now, though, there was only one thing on his mind, and he couldn't muster up the will to care about anything else. "I understand."

Billy saw movement out of the corner of his eye as Moist started for the door, stopped, and turned back. "Is there anything I can do?"

Billy could barely process what Moist was saying anymore and just wanted him to leave, but he knew Moist expected a response. "Find a way to fix this," he said.

It worked. Moist looked away and walked out the door.

The moment the door closed, Billy deflated, his shoulders slumping. "Penny?" He reached for her face, hesitated, and ran his fingertips along her cheek. Her skin was icy.

As though responding to his touch, she moaned and shifted her head toward his hand. He jumped back at first, then placed his palm flat against her cheek. The heat drained from his skin to hers so fast goosebumps rose on his arm, but he did not care. All that mattered was she was moving now, and her eyelids were twitching.

0-0-0

She leaned into the warmth reflexively. It took several tries to finally start moving, and even then her muscles were too stiff to allow for much. The pressure on her eyelids was the last to give way, finally allowing her to open her eyes.

Everything was a confusion of bright and blurry shapes. Then, slowly, they came into focus, and she found herself staring into the last face she wanted to see right now. She tried to cringe away, but her muscles spasmed so hard she had to bite back a scream.

His eyes filled with guilt. He withdrew his hand from her face. Her head fell down like dead weight, and all the warmth she had absorbed from him dissipated.

Her lips parted, and the words escaped before she even had time to think about them. "Who are you?"

His expression flickered, and as she continued studying him, she had her answer.

"You don't remember?" Billy asked.

She did not respond, not wanting to upset him. She tried to push herself up but only managed a half-hearted attempt that sent another bolt of pain through her limbs and her back.

"Hey, it's okay," he said, holding up his hands. "I'm not going to hurt you."

"I know."

She had not meant to put as much meaning into those words as she did, but once said they could not be taken back. Billy visibly flinched and made to stand up.

"Wait." She clumsily grabbed for his arm, terrified when the fingers refused to close. To her relief, he stopped. "Tell me what happened after I..." She could not finish the statement, but he seemed to understand well enough.

He did not answer for a long time, just stared at her hand on his arm. "The mayor had you buried in a cemetery uptown. The homeless shelter was closed down, and Captain Hammer disappeared."

"And you?" she prompted.

His eyes flitted to her face for just a moment. When he spoke again, his tone was dull. "Before all this happened, I was in talks with Bad Horse about joining the Evil League of Evil."

Penny sucked in a quick, painful breath and instantly regretted it. She knew who Bad Horse was, and she had heard rumors about the League, but she had never known it actually existed.

"He said if I wanted to join I had to…kill someone."

A piece of the puzzle clicked into place in her mind, and she felt her insides curl on themselves. She saw the scene again played out in her head, Dr. Horrible pointing his death ray at Captain Hammer. "That's why you were there. He told you to kill Captain Hammer."

Billy's hand tightened into a fist. "He didn't specify who had to die."

Penny opened her mouth again to speak, not sure what she intended to say, but at that moment an icy wave rushed through her and her vision darkened. Her limbs seized up. She bit back a yelp of pain and squeezed her eyes shut. Somewhere far away, a distorted voice called her name.

0-0-0

"Penny? _Penny!_" Billy touched her shoulder and jumped back when she let out a strangled cry, afraid he had hurt her.

But she did not even seem aware of him anymore. Her arms folded up against her body, her fingers locked in what looked like a painful contortion. Her closed eyelids twitched as though she was just sleeping, but she seemed to have withdrawn to a level much deeper than that.

He reached forward tentatively, brushing the back of her hand. She did not react. He wrapped his fingers around hers as best he could. "Shh," he said, hardly aware that he was speaking, "it's okay."

After several long, painful minutes, she opened her eyes again. He knew he should probably back off, but he could not bring himself to let go of her hand.

To his relief, she did not pull away, only gazed at him. Her eyes shifted to his right side. "You're hurt."

He glanced down at his arm. The bruising around the blisters had gotten worse, and the skin surrounding them was a sickly gray color. As though reacting to the attention, the arm throbbed, and it was all he could do to keep from wincing.

"It's fine," he lied. "Are you okay?"

She took a few moments to answer. "I'm cold."

"I'll get you another blanket." He made to stand.

Her fingers closed tightly over his. "No. I mean, I don't want to be alone."

"Okay." He settled back down, stifling a cry as his injured arm bumped the couch.

"I still don't understand. If I was…dead, how did I come back?"

Billy had known this question was coming, had been dreading it, but he knew there was no avoiding it anymore. He took a deep breath and started talking. He told her about breaking the death ray. He told her about the spider. He told her about digging up the grave and carrying her back. He told her about the Wonderflonium not working right away. When it came time to tell her about leaving, he glossed over what he had gone to do. She already knew Dr. Horrible's connection to the ten-year-old Julie Tanner's death from the news, but he did not want to remind her in case the knowledge made her withdraw again. He told her about coming back and finding her gone and about his search to find her, skipping over the part about Captain Hammer.

When he finished, she did not react at first. Then, she spoke in a soft, slow voice. "Why did you bring me back?"

Billy felt a weight drop in his stomach. "What?"

"I…" Penny trailed off, her eyes fluttering shut for a second, and took a deep breath. "…you could've brought back anyone. Aren't there people…who deserve it more?"

"No," he answered before he could stop himself, but once the word was out he did not regret it. He stared down at her hand in his, trying to keep the tremor out of his voice. "I did this. I had to fix it." He tried to stop here, but the words came pouring out. "Penny, they _commended_ me for killing you. Bad Horse made me a member of the League, and everyone in the city was suddenly afraid of me. And every second of every day I was reminded that it was my fault."

"You could've said, 'no.' You didn't have to join them."

"I don't…." Billy's insides felt hollow, and though he continued to speak, his voice felt far away and disconnected from himself. "Joining the League was my dream."

To his surprise, she still did not pull away. Instead, she reached up her free hand and touched his cheek. Her cold fingers sent shivers up his spine. "Dreams can change," she said in a shaky voice.

Her hand fell back down, and her eyes closed again, as though the mere effort of lifting her arm had exhausted her. This time, Billy held back the urge to try to shake her awake, knowing it would do no good. He just prayed she would wake up again.

A sharp knock at the door made him jump. He ignored it otherwise, hoping whoever it was would just assume he was not home.

Another knock and, this time, a muffled voice. "It's me."

Billy settled his forehead on the edge of the couch next to his and Penny's clasped hands, trying to ward off a headache. "Go away."

More persistent knocking. "Open up, man. I think I found a way to fix your problem."

Billy snapped to attention. Reluctantly prying his hand out of Penny's, he lunged for the door, wrenching it open. He found himself face to face with Moist, who looked sweatier than he ever had before but was, against all rhyme or reason, smiling.

And he was not alone.

0-0-0

Author's Note: Please review. Yes, I know that was a really cruel cliffhanger, but I'll try not to take as long to update this time. Next chapter: Penny is slipping further and further away, and Billy receives help from an unexpected source. But what at first seems an easy decision soon becomes exceedingly complicated.


	9. Slipping

Everything I Ever

Author's Note: Thanks for the reviews! This chapter did end up taking a little longer than I anticipated. I just started training for a new job this past week, so I've had a lot less free time. I've also started my very first attempt at NaNoWriMo (with an original story, not fan fiction), so I haven't been working on this fic much. As always, enjoy.

0-0-0

Chapter 9: Slipping

Penny plummeted to the bottom of the long, dark tunnel. She slammed into the ground with enough force to break bones, yet somehow she felt only a light jolt. Upon hitting the bottom, she immediately felt herself begin to rise back up toward the light. The process was slow and agonizing.

Then, just as she felt she might soon reach the surface, she came to a grinding halt. Distantly, she could feel herself lying on the couch, but when she tried to lift her arms or even her eyelids, nothing happened. She may as well have been trying to move a marionette with cut strings. The only thing that reassured her she was still connected to the world was the hand clasped around hers.

She heard a muffled voice far away. She could not tell what it said, but she knew it was his.

_Billy._

Then, the hand shifted and pulled away. In the same instant, she dropped several feet, and the light above her dimmed. A scream built in her throat, but she was too far from her body to let it loose.

0-0-0

Billy made to slam the door, but Moist caught it with his hand.

"Wait," Moist said. "Please, just hear me out."

Billy did not respond, but he stopped trying to shut the door, planting himself firmly in the doorway to prevent them from coming inside. He pointedly ignored the pale, wispy woman standing next to Moist. Staring off into space, she did not seem to notice.

"I know I promised not to tell anyone," Moist said, "but I had a thought. Hourglass knows about these kinds of things. I thought maybe she could help."

Billy did not know if he wanted to hug Moist or punch him. He settled for stepping back, opening the door enough for them to enter.

Hourglass glided in, but Moist stayed put, scratching the back of his head. "I…uh, I should take off."

"Yeah," Billy said. Then, when Moist made to walk away, he spoke again. "Wait. Look, we'll talk later. I just can't deal with this right now."

Moist looked reluctant, but he nodded. "Yeah."

Billy shut the door and turned his attention back to Hourglass, who was looking around the living room. Her eyes settled on Penny with an intense interest that made Billy's hair stand on end. He motioned Hourglass toward the kitchen, partly to keep from disturbing Penny and partly to get Hourglass to stop staring.

"So?" he said when they were safely out of earshot.

Hourglass ran her fingers lightly over the countertop, her gaze once again distant. "Your Penny is dying." She had a strong accent that sounded Russian to Billy's ears. "The dose you gave her won't last much longer."

"Yeah, I know." Billy did not try to mask his irritation. "How do I fix this?"

"You must understand I'm only a prophet. I can't tell of life or death, only paths you may take. There might be many answers to your question, but I can only supply an answer you would have eventually discovered yourself without my help."

Billy planted both hands on the table. "So there is a way to save her?"

"You may prolong Penny's life with Wonderflonium."

"But it's gone. I used the last of what I had on her."

Hourglass's eyes glazed over. "For two years, you would have searched for more. Finally, you would find a stockpile in an underground bunker in Colorado. Enough to live out her natural life and longer."

Billy clenched his fists, hardly daring to believe what he was hearing. It was too good to be true. There had to be a catch. He glanced back toward the living room. "If I did this, she would get better? This wouldn't happen again?"

Hourglass did not answer for a moment. "You would experiment with doses for almost a year. You would find that a dose of four milliliters is sufficient to wake her the first time, and three drops before she sleeps each night will keep her well. After a few days, her appetite will even return."

"So…this is real then? I can save her?"

This time, it took so long for Hourglass to respond, he wondered if she had even heard him. When she finally did answer, she looked him right in the eye for the first time with a gaze that made the bottom drop out of his stomach. "You can bring her back. You can't save her."

Billy slammed his fist on the counter. "What does that mean?"

"Even if you left this moment, she would be dead by the time you returned."

"W…What if I took her with me?"

"If you try to take her, you'll be caught. And she will die anyway."

"And she…won't remember?"

"Unless something jogs her memory, yes, she won't remember anything that's happened, and she won't remember dying. Either time."

Billy bowed his head, clenching his teeth. "Good," he whispered. They could start fresh. He could hide his identity better. Maybe he could come up with an excuse and get her to move away with him.

He looked up. "Why are you telling me all this? I mean, you're not a villain. Besides, I thought you didn't like messing with the future."

He hesitated. "Several months ago, I made a mistake. I gave out information about the future that I shouldn't have." She pointed at him. "Your path has several branches. One of them may help to correct my own mistake."

"I don't understand."

"You may soon." With that, she looked away, and Billy felt a rush of air leave his lungs. She reached into her pocket and handed him a folded piece of paper. "These are the coordinates of the bunker and information on the security." She turned to leave.

"Wait." Billy's voice was strained and breathless. "Thank you."

Hourglass looked back and, to his surprise, gave him a small smile. "I will tell Moist not to leave for a few days."

Billy had no idea what she was talking about, and she was gone before he could ask. He started off after her, but by the time he stepped back into the living room, the front door was already closing, and she was gone.

Billy sighed, and his eyes drifted back toward the couch. Penny was still. Too still.

"Penny?" He dropped to his knees by her side and touched her shoulder. "_Penny?_"

0-0-0

Penny felt the touch on her shoulder like a lead weight. But instead of driving her down, it lifted her up out of the darkness, back toward the light that was growing brighter by the second.

She lifted her heavy eyelids. His face filled her vision.

"Where did you go?" she asked.

"I'm here." Billy's hand dropped from her shoulder and squeezed her hand. "I'm right here." He gave her a half-smile. "I found a way to help you."

Penny furrowed her brow, regretting it when a stab of pain shot through her head. "I don't understand."

"Doesn't matter. I'll have to be gone for a few days—"

Her heart leapt into her throat. "You're leaving?"

"Just for a little while. I promise I'm going to make this all better." He made to pull away from her.

"No." She grabbed his hand in both of hers, oblivious to the agony it caused her. "Don't. Don't go."

"I have to." He looked down, and his voice dropped to a shaking whisper. "I can't watch you die again."

Her grip on his hand slackened. "I'm dying." It was not a question. Deep down, she had known since her memory returned. But to hear it said out loud…

Billy stared at her with a new intensity. "I can bring you back again. Moist…I mean, Mark's friend…she told me where there's another stash of Wonderflonium. She says there's enough to last the rest of your life. I mean, what your life would've been if…"

Penny shrunk back into the couch, the cogs in her brain sluggishly turning, fighting to make sense of what he was saying. He could bring her back. Even if she did slip into that darkness, he had a way to lift her back out.

But…

"No."

Billy blinked, looking taken aback. "What?"

A lump rose in Penny's throat. "You can't bring me back again."

Billy shook his head. "No, I can. It'll be a little tricky getting into the bunker, but I think I can build—"

"No, that's not…" Penny paused, taking a deep breath to steady herself. Still, her voice shook, and she knew her words did not sound convincing. "I don't want you to bring me back."

Billy's lips parted. "B…but…" His shoulders hunched. "I have to."

"Why?"

"You know why!" he snapped. When Penny cringed back from the force of the response, he cast his gaze downward. "I have to fix this."

"Billy…you can't fix everything he did."

Billy's fist clenched painfully around her hand. "Don't," he hissed.

"Don't what?"

"Don't talk about Dr. Horrible in the third person like I'm not him."

Penny covered their joined hands with hers. "You're not. When you're him, you're…different. I can see it in your eyes. You're not capable of the things he's done."

"You don't know anything about what I've done."

"I know about the little girl in Iowa." She regretted saying this when he flinched, and she rushed to say, "But I also watched you save my life earlier." She took a deep breath. "I'm not saying you shouldn't feel guilty. You should. But you can't think bringing me back is going to make it all better."

He stared at her, his eyes uncomprehending. "But I know where the Wonderflonium is. I can't just sit here and do nothing."

She could feel her strength ebbing again and could only manage a whisper. "Then use it for something else."

"But…" Billy shook his head.

Penny's muscles seized again so violently she could not hold back the scream. Her body curled up on itself, tendons straining so hard she thought they might start snapping. At the same time, she fell back down the tunnel, her vision darkened, and she heard nothing but roaring in her ears. She clung to the walls, desperate to slow her decent. At what felt like the last possible moment, she caught hold. The light above her seemed dimmer than ever and was little more than a pinprick.

Summoning all the strength she could muster, Penny began the arduous ascent back toward that light. A part of her knew the effort was futile; she could not make it all the way back up there. But she was not ready to let go yet, and she thought maybe she could get just close enough.

0-0-0

"Penny?" Billy sat frozen in place, staring at Penny's convulsing body. Her eyes had rolled back into her head, and, after the scream ended, she started making a strangled, guttural sound.

The very last of the willpower Billy had gained from learning the cure vanished. Feeling the tidal wave of despair coming on, he turned to the last hope he had left. He had to become Dr. Horrible. For Dr. Horrible, the world was simple. Logical. He reached deep down within himself and found…

Nothing.

Where Dr. Horrible should have been waiting, there was nothing but a great, gaping chasm, as though someone had reached into his chest and ripped out his insides. The air went out of him, and he slumped forward. His entire world narrowed to the scope of his vision. There was only Penny now, and he was about to lose her too.

"I don't know what to do," he admitted in a quavering voice. A part of him knew that she could not hear, but that no longer mattered. He clasped her hand still tighter. "Please…tell me what to do."

After several, agonizing moments, Penny's muscles released and she went limp again, her eyes still half closed with just the whites showing. The only remaining sign of life was the faint pulse he felt in her wrist.

Billy's muscles relaxed with hers, and he hunched forward, resting his forehead on the couch cushion beside her. He was exhausted. Every inch of his body screamed at him to rest. His injured arm throbbed. He did not have no know anything about medicine or science to know he had severe frostbite. If he did not get it treated soon, he might lose function of his arm. He might even lose the arm altogether.

But none of that mattered. All that mattered was Penny was dying, and he knew how to save her.

Yet her words kept him in place. It made no sense. Why did she not want to be saved? Maybe she was afraid that this would happen again. But he had told her there was enough to keep her alive, and she had given no indication of being afraid of that.

He tried to tell himself it did not matter. Once he brought her back, she would have no memory of this. As long as he continued to administer the Wonderflonium, she would never even have to know.

_But what then?_ A little voice in the back of his head took advantage of his vulnerable state of mind. He knew he could not keep her locked away forever without some explanation. Obviously telling her that the world thought she was dead was not enough, since she had gone out anyway. And, short of getting rid of the television and all other connections to the outside world, he had no way of shielding her from what was happening to the city.

Then there was the League. Billy knew that Moist would not kill him. Now that he had sent Hourglass to Billy, he would probably skip town to avoid the consequences of disobeying Bad Horse. Eventually, though, Bad Horse would send someone else. Billy knew he could handle most of the League members provided they came at him one at a time, but he could not evade them forever, especially not while trying to protect Penny.

But he had to save her. He could not even think of any alternative.

A small groan reached his ears. His head snapped up. Though he had felt only a short time pass, the sun had set outside, and the only light in the room came from a break in the curtains that let in some of the glow from the streetlamps. This sliver of light fell across Penny's face. She did not look like she was waking up. Her pulse was still faint, and if possible, she looked even further gone than before.

Then, her lips parted, and a whisper escaped. "Billy?"

"I'm here," he said. His voice came out as a whisper too.

Her eyes opened halfway. "Where are you?"

A lump rose in Billy's throat. "I'm right here," he forced out.

He expected her look toward him, but the vacant stare remained unchanged.

"I'm cold."

Billy latched onto the words, stirring him to action. "I'll—"

Before he could even get the words out, the limp hand in his tightened in a vice grip, sending Billy's heart leaping into his throat. "Don't leave me." Her whisper was frantic now. "Don't leave me don't leave me don't—"

"Okay, all right. I'm not going anywhere."

She continued as though she had not heard him, repeating the same words at least five more times. Then, her grip on his hand released, and she fell silent, her eyes rolling back. Billy checked her pulse again and found it still there, if only just.

"Please," he said again, "tell me what to do."

A great shudder ran through Penny's body and, for a few seconds, her eyes focused and her voice was stronger. "Will you hold me?"

Billy's chest constricted. Just yesterday, he would have given anything to hear her say that. Now, though, a part of him wanted to run. He hated that part of himself.

"Of course." He struggled to his feet. Penny made a noise of protest when he let go of her hand but did not make any effort to hold onto him this time. Slipping his good arm under her shoulders, he carefully lifted her up. She was as limp as a rag doll. Afraid of hurting her, he shifted her body just enough so he could sit behind her, then lowered her back down so her head rested against his chest. He hesitated for a moment before settling his arms around her, wincing at the pressure on his wound.

Penny sighed. She felt tiny in his arms. He hated himself for not noticing that she was never hungry and not doing anything even when he knew she was not well. If he had, maybe he could have prevented it from going this far.

Her gaze was vacant again. "Billy," she said.

"Yeah?"

"Promise you won't bring me back."

Billy's grip around her tightened, and he shook his head. "I can't."

Her hand moved suddenly and seized his injured arm. He bit back a yelp of pain. "Use it on someone else," she hissed. Her face contorted, muscles convulsing with the effort.

"Penny," he muttered through gritted teeth, doing his best to keep his voice calm while trying to pry her fingers off his arm. "Shh…you're hurting yourself."

She relaxed, though he suspected that his words had had no effect; she had just exhausted the last of her strength. Her eyes focused on him, and all the resolve was gone from them. All that remained was terror.

"Billy," she said in a shaky voice, "don't leave me."

Billy rested his cheek on the top of her head. Her hair felt dry and brittle. "I won't leave you," he said. "I promise."

She went quiet again. The seconds turned to minutes, the minutes into hours. He heard her last breath. Moments later, he felt the last fluttering heartbeat in her wrist.

Outside, the sun peeked over the horizon. Not until it had cleared the top of the neighboring houses did he finally let her go. He slipped out from under her, lowering her body back onto the couch cushions. Her head rolled to one side, and her arm dangled, fingers brushing the floor.

He lifted her arm and draped it over her chest. She looked like she was sleeping. Just sleeping.

_Promise you won't bring me back_.

He knelt by her side again.

_Use it for something else._

He smoothed back the hair on her forehead.

_You're not capable of the things he's done._

His fingers closed over hers.

_I'm not saying you shouldn't feel guilty. You should. _

Several moments passed.

_But you can't think bringing me back is going to make it all better._

The wheels in his mind started to turn.

_Use it on someone else._

In an instant, everything became clear.

Her hand slid out of his. She was right. Nothing he did could make it all better. He could not fix every terrible thing he ever did.

But maybe he could fix the worst.

0-0-0

Author's note: Please review. Next chapter: Penny's dead, but the story's not over yet. There's still a stash of Wonderflonium in a bunker somewhere, and Billy has some unfinished business to attend to.


	10. Epilogue

Everything I Ever

Author's Note: Thanks for the reviews! I was a little worried there would be backlash for that last chapter. I know some people don't like unwarned character death, but there was really no way to warn for "character death" without spoiling the plot. That said, enjoy.

0-0-0

Epilogue

Moist sat bolt upright in bed, heart hammering in his chest, eyes sweeping around the dark room. He listened hard for any sound of movement, but there was nothing. Just his imagination.

He lay back down on his sweat-soaked sheets, his gaze drifting to the clock on his bedside table. One fifty-three. He had only managed to sleep for an hour and a half this time. The smallest noise was enough to wake him now.

Moist had intended to flee the city after helping Billy, heading home to pack the essentials immediately after leaving Billy's house. But just as he was about to leave, Hourglass showed up at his door and, without so much as an introduction, insisted that he stay in the city for a few more days. She would not tell him why, giving only a vague hint that he would regret leaving now. Every instinct Moist had screamed at him to leave, but he was not one to ignore the advice of a seer. So, he had stayed, holing up inside his apartment to avoid any run-ins with League members.

Now he was coming up on day three, and the only thing that had changed was his paranoia level. It was only a matter of time before Bad Horse sent someone after him. Whether that person would drag him to Bad Horse or just kill him on the spot, he could only guess. The more time went by, the more he started to suspect the latter.

Knowing he would not get back to sleep that night, Moist slipped out of bed, mopping his forehead with his already damp t-shirt. He pulled on a pair of socks to keep his feet from slipping on the floor and moved into the kitchen, peeking around corners to make sure nothing was lurking in the shadows. He did not dare turn on the lights. He did not want to give any indication to anyone who might be outside that he was home.

In the kitchen, he pulled a glass down from the cabinet and started toward the sink, but the glass slipped through his fingers halfway across the room, shattering on the floor. He swore, then froze in place, listening hard to the silence that followed.

After a few moments, he let out a sigh of relief. This was the last straw. Forget what Hourglass said. He could not live like this anymore. He turned toward his room. He was already packed. If he left now, he could be in the next county by dawn.

Muffled footsteps in the hallway outside the apartment made him freeze again. The steps got louder, then stopped. As Moist watched, a shadow moved across the crack between the door and the floor. An envelope slid under the door, coming to a rest a few inches inside. The footsteps resumed and faded away.

Moist approached the envelope with as much caution as he would approach a suspicious package. He did not see any distinguishing marks on the envelope and relaxed slightly. Bad Horse always used his seal on everything he sent out. The thought that this might just be a trick to lull him into a false sense of security did cross his mind, but he could not conceive of why Bad Horse would bother.

He picked up the envelope, turning it over in his hands. On closer inspection, it was not even sealed; the flap had just been folded in. He reached inside and pulled out the folded piece of paper. On it, he found a letter, scrawled in erratic, yet familiar, handwriting.

_Moist,_

_I hope that this reaches you in time. I know you're probably thinking about skipping town, if you haven't already. I'd probably do the same thing if I was you._

_I wanted to thank you for bringing Hourglass to me. You were right, she knew exactly what I had to do. It's funny, I think all that stuff she said about multiple paths was a big lie. She knew exactly what I was going to do with the information she gave me._

_By the time you read this, I'll already be gone. I'd tell you where, but I won't in case this letter makes it into the hands of the wrong people. I just took a few things from the house and left everything else. The rent's paid up to the end of next month if you want to take over the lease after this is all over. You won't have to worry about the body, I already moved it._

_Now that that's out of the way, I'm going to give you the same advice you gave me: Do whatever Bad Horse asks you to do. He has enough resources to track me down with or without you. There's no sense in turning both of us into fugitives. All I ask is that you give me a four-day head start. There's some unfinished business I need to take care of. I won't tell you what it is, but I'm sure you'll know soon enough._

Here, the handwriting became almost illegible.

_My hand's starting to go, so I'll make this quick. I'm sure I'll see you again soon. After I finish what I need to do, I won't try to run. In case something happens before you find me though, I just want to say thank you for everything you've done._

_Goodbye._

_Billy_

0-0-0

_Five Days Later_

A loud knocking sound jolted Jimmy Tanner out of a deep sleep. He groaned and turned over, blinking at his wife, Catherine. She lay still beside him, out cold from the sleeping pills her doctor had prescribed. Jimmy highly suspected that she was taking more than the proper dose, but he did not dare confront her about it.

The knocking resumed, more insistently. Groaning, Jimmy rolled out of bed and stepped into his slippers, hurrying to open the door. "What?"

Dietrich Foley, the head of his security team, stood on the other side, his hand raised to knock again. He was white as a sheet. "I'm sorry to wake you, sir," he said, "but there's something you need to see."

"What is it?" Jimmy asked, not bothering to cover his annoyance. He had fired the entirety of his old security team after the incident less than two weeks previous. Foley was new to the job, and so far, he had managed to raise false alarms on three separate occasions, once sending the entire security team down to the front gates for what turned out to be the garbage man.

"Please, sir," Foley said, "you need to see this."

Foley sighed. "Fine." He shut the door softly behind him and followed Foley down the hall, wondering what it was this time. Probably a stray cat tripped one of the alarms again.

But instead of leading him down to the grounds, Foley took him to the east wing and down the second-floor hall to the security camera room. Foley gave a quick nod to Will Bennett, a fellow security guard on the night shift. Bennett stood and stepped aside for them. He also seemed slightly shaky on his feet.

Jimmy looked at the screen, which currently displayed four separate, black-and-white images from cameras placed around the property. Three of the images showed various rooms of the house, all of which looked normal and empty. The fourth image was from the camera by the front gate intercom. A man in a hooded sweatshirt stood just outside the gate, looking over his shoulder. His right arm was draped across his body in a sling. Next to him stood a figure several inches shorter, also wearing a hooded sweatshirt that seemed a few sizes too big for it and clutched a blanket around its shoulders. This figure's face was hidden, and Jimmy could not tell if it was male or female.

"What is this?" Jimmy demanded. "I told you, no one gets in at night. Get rid of them."

"Sir, wait a minute." Foley pressed the button for the intercom at the front gate. "Sir, Mr. Tanner is here."

The man started at the voice and looked toward the intercom. He looked nervous. Without speaking, he tapped the other figure on the shoulder with his left hand. The figure stepped toward the intercom, reached up one hand, and lowered its hood.

The world fell in on Jimmy. He clutched the back of the security guard's chair to steady himself. This was impossible. The video quality on the cameras was bad. These people were just playing some horrible trick on him. That had to be it.

Anger swelled in Jimmy's chest. He turned on his heel and stormed out of the room, ignoring the guards' shouts for him to wait. These people thought they could turn his family's tragedy into a game? He would show them.

The chill, November wind hit Jimmy the moment he set foot outside the door, cutting right through the thin fabric of his nightclothes. The dew on the grass soaked through his slippers, but he hardly noticed. He marched toward the front gate.

Several feet away, he finally got a good look at the people standing on the other side: the tiny figure huddled under the blanket with the hood pulled up over her face again. The man, however, looked Jimmy right in the eye. The man's clothes were covered in dirt and, on closer inspection, the sling on his arm was made out of a torn sheet tied into a loop and slung across his chest. His right arm hung limply in it, and what Jimmy could see of the hand had a grayish-tinge to it.

Before Jimmy could open his mouth to start yelling, the man tapped the girl on the shoulder again, and she looked up.

"Daddy?"

Jimmy skidded to a halt, his rage evaporating, replaced with an odd sense of euphoria. "Julie?" he breathed.

She stood before him with a large maroon blanket wrapped around her shoulders, covering her entire body and dragging on the ground behind her. Her short brown hair stood almost on end, and her face was dirty and tired, but there was no mistaking that it was her.

Foley stepped up beside him. "Should I open the gate, sir?"

Jimmy realized his mouth was hanging open. He closed it and nodded once, not trusting himself to form words just yet. Foley stepped up to a number pad set into the wall surrounding the property and punched in a code. There was a buzz and the gate creaked open.

Julie let go of the blanket, which fell to the ground, revealing the blue dress Jimmy and Catherine had buried her in, a baggy gray sweatshirt pulled over it. She sprang forward, throwing herself at Jimmy.

He gasped as her skinny arms squeezed the air out of him. After a few moments, he hugged her back, pressing his lips to the top of her head, hot tears on his cheeks. This was impossible. He found the body himself. He sat through her funeral. He threw a handful of dirt on her coffin and put flowers on her grave.

Jimmy looked up at the man, who had not moved from his spot on the other side of the gate. "I don't understand," he said, his voice shaking. "How…"

The man shook his head. "It doesn't matter."

"Daddy?"

Jimmy glanced down to find her wide blue eyes staring up at him. She was real. She was really real. "What is it, sweetie?"

"Can we go inside? I'm cold."

Jimmy smiled, his eyes stinging. "You go on ahead. I'll be along in a minute." He forced himself to look away, addressing the security guards. "Will you take her inside?"

"Of course, sir," Foley said.

Julie slipped out of Jimmy's arms, and he felt his heart lurch as she did so. He watched her made her way up to the house, flanked by Foley and Bennett.

"Mr. Tanner." The man's voice jolted Jimmy out of his stupor. When he looked back, the man reached down and picked up a large silver briefcase that Jimmy had not noticed before. "Take this. There's some…medicine inside with instructions on how to administer it. She might not want to eat anything for a few days, but just give her time."

Jimmy accepted the briefcase, but his brow furrowed. "I don't understand."

"There's a letter inside explaining everything." The man adjusted his makeshift sling, wincing as his limp right arm shifted. The sleeve of his sweatshirt pulled back a little, and Jimmy caught a glimpse of blistered, purplish-black skin.

"Do you need to see a doctor?" Jimmy asked. "I'll pay for it. Whatever you need."

The man shook his head. "I can't stay. They'll be coming for me."

"Who? Is it the same ones who…attacked Julie?" He did not know if "killed" was the right word anymore. Regardless of whether it was or not, he still could not bring himself to say it, even seeing her back and holding her in his arms. He could not shake the fear that she would be snatched away from him again.

To his surprise, the man looked guilty. "Something like that." He gestured at the briefcase. "You'll find blueprints for a new security system in there too. It'll protect your family from further attacks. I meant to build it myself, but I'm running behind schedule." He looked over his shoulder again, his eye twitching as though from a nervous tic.

"Can you come in for a while at least?" Jimmy said. "The kitchen staff is off duty, but I can get you some tea or coffee."

The man shook his head. "They have ways to track me down. You're not safe as long as I'm here." He turned around and walked away, his one good hand in the pocket of his sweatshirt.

"Wait." Jimmy started when the man actually stopped and looked back. "Who are you?"

"It's better if you don't know." The man looked away and started forward again.

"But…why…" Jimmy trailed off, supposing the why of it did not matter. Julie was alive, and that was all that really mattered. "Thank you."

The man did not stop again, did not give any indication that he had even heard. He just kept walking, his head shoulders hunched, like a man making his final walk to the executioner's chair.

_fin_

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Author's Note: Please review. I'm really interested to know what everyone's overall thoughts are. This is only the third chaptered fic I've ever finished and the first that wasn't Harry Potter. I can't say if/when I'll write fan fiction again, but I will post it on this site if I do. For the most part though, I think I've made the transition to writing just original stories.

To everyone who was wondering if Captain Hammer was going to come back, I actually did intend to bring him back in the original concept for this fic. But the story ended up moving faster than I thought it would, and with the addition of Johnny Snow as a major player, Captain Hammer's subplot got phased out.

I'd like to thank everyone who stuck with this from the beginning. You guys are awesome.


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